Sins Of A Galactic Empire
by SpaceCowboy2013
Summary: When the unknown regions of space is revealed to the galaxy at large by a CIS warship the UNSC becomes members of galactic community, but its existence is soon threatened by the rise of an Empire from the ashes of a declining Republic DISCONTINUED
1. Chapter 1 Timeline and UNSC Facts

**This is most likely going to be my last fanfiction, but I WILL finish this one.**

**If I make a slight error regarding Star Wars please inform me but dont freak please.**

**I have been wanting to do this for a long time, and now my writing is I believe good enough to accomplish one of the best crossovers between two franchises that can be done.**

**I dont own Halo or Star Wars, let Lucas screw it up all he wants and let Bungie make Halo into a franchise that is our generation's star wars, albeit more mature, (dear God PLEEAASSE make a Halo movie after you release Reach)**

**So since this is Halo AU I Dont want any reviews asking or stating that the timeline is different. I Know!**

**The reason I have made the UNSC a little more advanced is due to the fact that several key technologies that are not around or available to the UNSC 500 years in the Future are in the process of being developed right now, power armor and optical camo as well as weaponized lasers are examples.**

**Timeline**

**2050- **As space travel becomes as common as air travel and the moon becomes covered in settlements ,The four superpowers of the Earth, the United States, EU, People's Republic of China and the Russian Federation, along with the smaller space faring Nations of United Korea, Iran, Japan, India, Australia, Brazil, Argentina, Egypt, Kenya and Israel agree to form a single scientific body to explore and colonize the Solar system. All of the Nations space agencies are combined into one agency headed under the United Nations and is called the UNCA, United Nations Colonial Administration.

**2051- **With Earth's population reaching 12 billion and rising, the UNCA begins to terraform Mars, Saturn's Moons, and the Jovian moons, including Europa. The first orbital elevator is built and finished in five years by the UNCA in Hawaii allowing massive amounts of raw materials to be moved into space. Another four elevators begin construction, one in Cuba, one in Peru, Malaysia, and Mombassa, Kenya.

**2069- **Mars is successfully terraformed into a lush green world with several large oceans and dozens of seas and lakes. The great colonization begins, with Millions of people colonizing the Martian surface and the first cities beginning to appear. Extensive mining of the Asteroid belt begins.

**2085- **With Earth's population still rising and the increased production of food and resources struggling to catch up, the four Superpowers form into a single governing body, the UEG, Unified Earth Government. Artificial gravity is perfected and the technology soon revolutionizes space travel.

**2095-** Venus is terraformed allowing millions of colonists to settle. The Population of Mars reaches 1 Billion and the total Human population throughout the Sol system reaches 20 billion. The UEG and UNCA realize that the Human race must expand outside the Home system, research into Faster Than Light travel begins.

**2115- **Conflict erupts on Mars and the Jovian moons when a radical socialist movement, the Friedions, claim sovereignty over Mars and the Colonies on Europa. This leads to the first Inter-solar War and the Rainforest Wars.

**2116**- The UEG and UNCA create the UNSC, the United Nations Space Command, the military arm of the UEG, to combat the separatists Friedions. The UNSC creates a massive armada of the first Space Navy to combat the Friedions Space forces. The Earth's orbit becomes militarized as defenses are built as well as does the moon and Venus. Terrorist attacks supported by the Friedions all over the globe lead the rest of the nations of the world to join the UEG, uniting all of the Nations of the Earth.

**2117- **The first true Naval battle between fleets in space takes place above Mars as the UNSC engages the Friedions Space Fleet. Naval doctrine for the next several hundred years is established as the UNSC defeats the Friedions in several battles that last for a month with thousands of casualties on each side as the UNSC regains control over the orbit of Mars and its orbital facilities and space ports, as well as the planet's orbital elevators. However the Friedions have several ground to space laser batteries that are heavily defended that keeps the UNSC from landing large amounts of troops. A UNSC Marine Lieutenant named Andrew White suggests that teams of elite Marines be dropped from orbital warships behind enemy lines via Human Entry Vehicles, or HEV pods for Short.

The ODSTs are born.

**2118- **After a lull in the War the ODSTs are successfully deployed and the Friedions' lines crumble. Mars is soon liberated and the UNSC fleet, reinforced two fold, soon liberates the Jovian moons and the moons of Saturn, defeating the Friedions.

**2132- **Two brilliant Scientists named Shaw and Fujikawa create the Slipspace translight drive. The UEG soon tests the drive on a UNSC Missile Destroyer, the _Columbia._

The _Columbia_ makes a short jump across the Solar system, proving the drive works and that FTL has been achieved, but also that inter-system jumps are dangerous as the _Columbia _is nearly trapped in the Ort Cloud.

**2133- **The first ShawFujikawa drive equipped probes reach one of the nearest star systems to Earth with a known terrestrial planet, Epsilon Eridani. The probes upon return bring back images that shock Humanity, an Earth like planet.

**2134- **The first interstellar colonization ships leave Sol, lead by a titanic colonization ship that is escorted by dozens of slipspace capable UNSC warships, the _Santa Maria_, and head for Epsilon Eridani with several hundred thousand colonists in tow. The trip takes three days but the fleet arrives and soon colonizes the planet, which is named

Reach.

**2140- **Colonization of the Alpha Centauri system takes place where the binary systems several rocky moons of a gas giant are terraformed allowing Colonists to settle , the system is named the Atlas moons with the largest of which is a planet called Pandora.

**2150- **All of the systems with planetary bodies within forty light-years of Earth are colonized, creating the Inner colonies. Many systems like the Epsilon Erindani system have several colonies. The UNSC begins to have more control over the colonization efforts as more and more alien fossils are discovered on several planets, allowing many to agree that a large military is needed just in case the likely first contact goes wrong. Humanity soon controls over 100 planets and Reach becomes a military hub second only to Earth as the population of the planet exceeds a Billion. The total Human population reaches 40 Billion.

**2200- **Reach becomes the official headquarters of the UNSC, (though Earth still can act as headquarters). The first MAC gun is created. Energy Weapons such as lasers become common and traditional firearms begin to use either Metal Storm tech or Gauss tech to revolutionize weaponry.

**2400- **The UNSC and UEG expand to over 900 worlds. The total population exceeds 120 billion. ONI claims to have discovered the remains of an advanced alien spacecraft, which little do they know is in fact a Covenant explorer ship. Expansion halts as the UNSC and UEG realize that protecting the outer colonies is difficult. Defenses on all of the worlds are expanded and increased.

**2450- **The Insurrection begins, leading to a gigantic build up in the UNSC as it finds itself surrounded by worlds in revolt.

**2452-** Project Orion is created. ORION's goal is to create genetically and cybernetic enhanced supersoldiers to combat the growing threat of the rebels. 10 test subjects are chosen and 8 survive the augmentation. These soldiers come to be known as SPARTANS.

**2492-** With the Insurrection still taking place on the outer colonies the Orion project is advanced, 100 children are "chosen" to receive extreme genetic augmentations. The legendary Spartan IIs are born.

**2525- **On the outer colony world of Harvest first contact is made with an advanced space faring civilization known as the Covenant. They prove hostile , and war begins as a UNSC battlegroup is engaged by a Covenant Super-Dreadnaught, leaving seven UNSC warships vaporized and the Covenant ship destroyed. The Human Covenant War begins as Covenant ships begin to invade and glass parts of the world.

**2526-** A large Armada of over 120 UNSC ships and Thousands of Marines led by famed Admiral Preston Cole retake Harvest. The fleet engages a Covenant fleet of 65 ships and wins but at the price of 52 ships. The Marines engage for the first time Elites, Grunts, Brutes and Jackels in ground combat as the Marines, led by several Spartans, retake the planet. It is found that the Covenant's superior technology allow their ships to have a 1 to 2 ratio advantage over UNSC ships thanks to mainly energy shields. Three more battles will later take place as both sides wrestle for control of the planet, the UNSC eventually abandoning the colony in 2528 to the Covenant, whom glass the entire surface.

**2528 -** After the loss of Harvest four more star systems and 20 more colonies fall to the Covenant. The UNSC initiates the infamous Cole Protocol as humanity massively fortifies its worlds and throws all of its resources into the war effort.

**2530- **At the battle of Sargasso a young Admiral named Gregory White, a direct descendant of the creator of the ODSTs Andrew White , through use of what comes to be known as space based guerilla tactics, defeats a larger Covenant force of 23 ships with a fleet of 12 ships by using a series of intricate traps such as nuclear mines and using asteroids as cover to lure in parts of the Covenant fleet and pick them apart one by one with minimal losses. The victory boosts sagging moral as Admiral White becomes a hero for humanity alongside of Admiral Cole, who two months later goes on an offensive with his fleet and retakes three star systems besieged by the Covenant. During the battles ONI manages to , thanks to a raid by Spartan II supersoldiers, capture a lightly damaged Covenant frigate and transport it to a remote outpost to be researched .

**2534**- The Covenant begin a full fledged invasion of the outer colonies, the UNSC, outgunned looses nearly 60 star systems and 100 worlds are turned to glass.

**2537**- Seeing that the Covenant will likely reach the Inner Colonies within ten years and the fact that along the remaining Outer colonies the UNSC is stretched thin, Lord Hood and the UEG and UNSC HIGHCOM issue what comes to be known as the White Doctrine. The Battle plan, drawn up by Admiral White with help from Admiral Cole, Admiral Whitcomb and Lord Hood himself, calls for the evacuation of the rest of the outer colonies and for the populations of the planets to be moved to the well defended Inner Colonies. The plan calls for 75% of the remaining fleets in the Outer Colonies to be combined into two massive fleets under command of Admiral Cole and Admiral White while the remaining 25% of the fleet, under Admiral Whitcomb, assists in the evacuation effort and escorting the civilians to the safer Inner Colonies. The Two fleets would then engage in what could only be known as Interstellar Guerilla warfare as the two would lay intricate traps, using the abandoned worlds as what could only be called bait to lure the Covenant into traps and then pouncing with overwhelming numbers. The plan also calls for several more planets to act as Fortress Worlds which the fleets could use as midrange bases without traveling to the inner colonies and leading the Covenant there. The worlds that are chosen are the most populous of the outer colonies with the infrastructure necessary to do so, Arcadia and a world known as Midguard.

**2540**- With the evacuation of the outer colonies complete save for Midguard and Arcadia, the two fleets move to begin their work, destroying as many of the Covenant as possible while delaying the enemy's march towards the inner colonies and allowing the defenses to be further prepared and fleets upgraded and rebuilt. The two fleets begin to lay intricate traps and successfully begin to bleed the Covenant's forces as supply worlds are attacked and battlefleets are lured to abandoned worlds only to be destroyed by hidden mines and combined fleets in the hundreds of human ships. ONI research into slipspace jammer technology proves successful , allowing jammers to be placed around planets as to not allow anyone to perform intersystem jumps and forcing the Covenant to face defenses head on.

**2543**- The Overlord defense system above Earth is completed, consisting of over 300 Orbital Defense Platforms and a fleet of nearly 2000 of the UNSC's most advanced ships just to defend Earth alone. The defenses of the rest of the Sol system consist of another 500 ships and another 30 Super MAC ODPs over Mars and 10 over Venus, with Each Colony of the Jovian and Saturn moons defended by 20 warships and various defense stations. The defenses of Reach are expanded as well to include 90 Super MACs and a fleet of 650 Warships. All of the Inner Colonies begin to have around 10 SuperMACs to defend them and at all times at least a fleet of 50 ships.

**2546**- Research into advanced technology captured by the Covenant proves to be boon as energy shields, the one thing that hampered the UNSC in space, are developed and installed on UNSC ships as fast as possible alongside many other advanced technologies . The Spartans become revealed to the public and immediately are seen as legendary heroes.

**2547**- Arcadia falls to the Covenant, Admiral Cole and the remnants of his fleet escape to Midguard, the last Line of defense until the Inner Colonies.

**2550**- The fleets under Admiral White and Cole , having spent ten years successfully harassing the Covenant are pulled back to Midguard where they await the looming attack. The attack comes and the UNSC fleets, each once over 800 ships apiece, now have a combined strength of only 342 ships, only half of which have been refitted with shields , are forced to stand down over three times their number. Supported by Midguard's 23 Super MACs the fleets grind each other to scrap as half of Midguard is invaded by the Covenant ground forces while the UNSC fleet is reduced to 135 ships within three hours, the Covenant fleet reduced to around 300 ships and half of the ODPs taken out to enemy fire. The battle turns into a stalemate as the valiant defenders hold their ground. Five battles take place over the next year as the UNSC is unable to send reinforcements due to the Covenant launching the awaited invasion of the Inner Colonies.

**2551**- The UNSC manages to hold the Covenant at bay loosing only two star systems and ten worlds as the reinforced defenses and improved ships manage to drive the menace off in a series of hundreds of battles. Any incursions on colonial soil is defeated by UNSC Marines and the UNSC Army.

**2552**- A large Covenant Armada of over 800 ships, half of them CCS Battlecruisers is detected heading towards Reach. The defenses are prepared as the Colonist decide to all fight rather than flee. The UNSC fleet manages to hold their ground as the battle rages for weeks as both sides send reinforcements almost continually. The defenses hold and Reach is saved. Curiously a Covenant Assault Carrier that was acting as a flagship goes on a random jump towards the middle of uncharted space away from the Inner Colonies after receiving strange signals from beneath the surface of Reach. A UNSC ship, _The Pillar of Autumn _chases after the ship with one of the now 32 surviving Spartan II Supersoldiers, John - 117.

**2552**- The Events of Alpha Halo transpire.

**2552**- Operation First Strike takes place as 10 Spartan IIs led by the Master Chief attack and destroy a Covenant battle station and a fleet of 500 ships set to be part of an invasion force with a NOVA bomb. The Spartans uncover the coordinates of four heavily populated Covenant and Sangheilli worlds. This leads to what becomes known as the Great Counter Offensive. An ONI force of prowlers delivers a deadly package to each of the planets, a NOVA bomb, killing billions of Sangheilli and other Covenant species and turning four worlds into asteroids, which was followed up by the first UNSC invasion of a Covenant World, though it was a small colony, the UNSC was sure to give the Covenant a taste of their own medicine in Genocide.

**2552 (Late)- **A small fleet of covenant ships led by the High Prophet Regret jumps into the Sol system. The First Battle of Earth takes place as the Covenant force is slaughtered by the Home Fleet and the Overlord SuperMACs with minimal losses. However one Assault carrier manages to slip through the defenses by using its fellow ships as a shield and lands forces in the tether city of New Mombasa. The Battle of Mombasa takes place as Regret flees via an atmospheric jump, causing widespread damage to the city and nearly destroying the Orbital Elevator, the Master Chief on board the UNSC Frigate _In Amber Clad _commanded by Miranda Keyes manages to give chase.

**2552**- Events of Delta Halo transpire, Covenant Civil War breaks out.

**Early 2553**- Second Battle of Earth takes place when Covenant Loyalist forces launch an all out attack on the human homeworld. The battle rages as the UNSC holds the Covenant at bay , the Defenses of the Sol System and Earth proving to be nearly unbreakable to the Covenant, though casualties are high on both sides. During this time the Covenant Separatists led by the Sangheilli, form an Alliance with Humanity as battles rage across Covenant and former Covenant space. The Prophet of Truth, having evacuated the Covenant capitol city ship of High Charity via the Forerunner Dreadnaught, and armed with the code obtained from Delta Halo and Regret, heads to the Battle of Earth.

**2553**- The Third Battle of Earth transpires as Truth and a fleet of thirty Covenant Capitol ships penetrate the defensive lines over Earth by using the Dreadnaught as a Shield to reach the surface of Africa. There the small fleet, constantly under attack from UNSC ground forces vaporize lake Victoria and excavate a gargantuan Forerunner facility that acts as a portal to the Ark, the control station to fire all of the Halos at once. Truth and his fleet slips through the portal as the Sangheilli and Humans soon give chase. Truth is defeated as is Gravemind and the Flood. when the Master Chief, Sergeant Johnson , and Sangheilli Arbiter Thel Vadamee , activate the re built Alpha Halo and escape using the UNSC Frigate _Foreword Unto Dawn _through the Portal. .

**2553**- The Human Covenant War ends leaving the UNSC as well as the Sangheilli and other Separatists victorious , though pockets of Loyalist resistance and fleets remain and Several Prophets did survive the destruction of High Charity. The Brute homeworld of Diasic and the Kig-Yar homeworld of Eayn however remain firmly in Covenant Loyalist control. The 28 year long war costs humanity 23 Billion civilian casualties, millions UNSCDF personnel , and all of the Outer Colonies not burned by the Covenant or ruined by Admiral White's Guerilla campaign save for Midguard, around 451 worlds in total.

**2554**- The UNSC and UEG Sign a defense treaty with the Sangheilli and begin to rebuild the ruined outer colonies and resettle the colonies that were unscathed thanks to the Inner Colonies remaining intact, where 80 percent of the human population was either concentrated of fled to during the war allowing the re-colonization efforts to proceed swiftly.

**2556**- The Great Schism still continues as Sangheilli fleets engage the Loyalists in short border wars. The Sangheilli, believed to have lost the technical expertise to create new ships and technology thanks to the Prophets, proves that they in fact did not and begin to create their own weapons and equipment designs. Though the peace and alliance between the Sangheilli and the humans still is in place many Humans begin to keep an eye on their enemy turned ally as a result.

**2557**- GUARDIAN Early Warning Sensor Net, first begun in 2555, is completed. The literal wall of senor stations placed on the edge of UNSC space that allow humanity to have early warning of any Covenant or any other for that matter, activity or ships heading or near the "border"/

**2559**- The UNSC is fast recovering from the war when Guardian sensor station 231 detects strange activity on the very edge of its range. Upon closer review it is discovered that the signature is that of a ship. A UNSC prowler is sent to investigate. When the Prowler _Night Owl_ arrives at the location it is found to be a ruined hulk of an unknown warship. Upon further investigation it is found to be a ship that is run mostly by robots, most of them armed However the few beings that appear to be the controllers of the ship are of a species unknown to the UNSC or Covenant Separatists. As the AI's of ONI decrypt the computer banks of the ship the UNSC learns that the galaxy is much larger than they believed. The ship belongs to a faction named the Confederacy of Independent Systems involved in a war with a large interstellar power calling itself the Republic. What is even more shocking the rest of the galaxy seems to be heavily populated with other humans as well.

**2559**- The UNSC sends out teams to explore the galaxy to gather information. They learn about the history of the Galaxy, the Jedi, the Republic, and the war, called the Clone wars, which appears to be in its second year. The UNSC inexplicably learns that though it is small, its comparatively highly developed colonies and worlds, along with a large well trained, equipped and experienced military, only coupled with the large defenses as a result of the Covenant War, it would be a major power in the Galaxy. However as the information begins to go public it is decided that the UN would stay out of galactic affairs until the current war is over. However the existence of the UNSC and UN is revealed when a Republic Cruiser with a Jedi named Anakin Skywalker on board jumps into one of the systems where a Guardian station is, apparently in search of the very ship the UNSC found. The UN is forced to initiate contact. UN ambassadors make formal contact with the Republic , though exact locations of UN planets are withheld and the UN agrees to limited trade. The Republic, after seeing that the UN is a well organized power and the UNSC fleet that made contact, immediately try to get the UNSC to join them in the war against the CIS, which to the surprise of the Chancellor and the Jedi, adamantly refuses to get involved. The presence of a galactic power in the unknown regions, ( the spiral arms of the Milky way) stirs up great interest in the galaxy. Trinkets of Terran technology begin to appear on worlds, and as they are analyzed by the Republic and CIS it leads the intelligence communities of both factions to presume that the UNSC would be a major military power, though the exact power and size is completely unknown, this leads to nothing more than both side trying even harder to jockey the UNSC into join their cause. However the biggest shock that is delivered to the galaxy, and especially to the Jedi order, is the fact that it is discovered that humans of the UN, or Terrans as they begin to call themselves, are completely devoid in the Force, a fact that shakes the very foundation of the Order to its core.

**2560**- ONI Operatives, under orders to discover the facts behind the Clone Wars, which many Terrans find despicable as the Republic's use of Clones is seen as nothing more than slavery, learn that the entire Clone wars were nothing more than a very complex scheme supported by ex Jedi and what is believed to be high ranking members of the Republic government, though their identities are unknown . The UN immediately cuts all contact with the Republic. As the War reaches its climax, the CIS begins to fall apart as many elements of the CIS call to the UN for aid. The UNSC begins to provide Medical aid to the CIS. This leads to create great tension with the Republic as the UN begins to secretly provide intelligence to the beleaguered CIS remnants and prepares for war, though it has been for the past year.

**Late 2560**- The UNSC/ Republic War begins when a Venator class Star Destroyer fires on a UNSC Frigate and a UNSC Aid Ship it claims to be providing support to CIS forces on Kashyyyk, destroying the Aid ship and damaging the UNSC Frigate, though the UNSC ship manages to destroy the bridge of the Venator.

**2561**- Present

**UNSC Equipment**

**MA6D Assault Rifle**- First adapted in 2431 this rifle shares many looks with the older and conventional rifle the MA5 series as well as being around the same size. However the overall appearance is where the similarities end. The weapon has a unique three barrel layout where the barrels are arranged in a triangle inside the barrel shroud as the weapon uses a firing system known as Metal storm technology to use an electrical charge to ignite the propellant of a 7.62mm tungsten round which , along with each bullet's propellant, is stacked end to end with about 12 rounds in each barrel (36 rounds total). The initial problems with MS tech were overcome as the first round has a 10 inch barrel and due to a radical advance in gunpowder which allows for much higher velocities with smaller quantities .The accuracy and muzzle velocity is dramatic, with an accurate range of 700 yards and a muzzle velocity of 1840 m/s (more than double the MA5 series, at hypersonic velocity), and accuracy only improves the more rounds are spent as the barrel length each new round in each barrel has to travel increases. Though the Metal Storm firing system allowed for incredible rates of fire, the firing rate is toned down to that of 750 rounds a minute. All rifles come standard with an under slung 40mm grenade launcher and the D model has, as well as iron sights a holographic red dot sight atop the ammo counter and the miniaturized targeting computer for users lacking a targeting interface. This weapon is known to be able to drain or penetrate standard Sangheilli Energy shields in 4 to 6 hits.

**BRM-99 Stanchion II Gauss Rifle**- The original M99 Stanchion Gauss rifle was a sniper rifle that served throughout the 2400's and into the Covenant War. However the UNSC Realized that it needed a weapon halfway between the range of a sniper rifle and the MA6 with power also halfway between the two. Gauss technology was in use long before 2538 when this weapon was introduced , but the Stanchion II revolutionized weaponry. Helped along with technology reverse engineered from captured Covenant weapons the BRM is a fully contained Coil Rifle in the size of a Battle Rifle, albeit a bit bulkier. Though it sacrifices fire rate for power. The weapon's 8mm tungsten slugs can take out Sangheilli shields in as little as one hit with its muzzle velocity of 3,600 m/s and the magazine can hold up to 70 shots. The weapon looks similar to the long retired BR-55 Battlerifle but with the smooth features of a MA6 and DMR thrown in. The battery of the weapon is contained in a small magazine like pack attached to the weapon in front of the trigger guard which gives enough power for 1000 fully charged shots, after which the battery is simply ejected like a mag and replaced with a new battery. the Weapon comes with a 2x and 4x scope with full thermal and night vision capabilities.

**AA-22 Automatic Shotgun- **As the name suggests, this weapon is the distant offspring of the vaunted AA-12 Automatic Shotgun. This weapon fires 10 12 Gauge rounds from a standard magazine or 30 from a drum magazine at a rate of 300 rounds a minute.

**MGS-953 Squad Light Machine Gun (SAW)-** As the name suggests this weapon is a deadly weapon to come up against. A typical UNSC Squad of 14 carries two, and the firepower this gives them makes Hunters second guess charging into battle. This weapon is a far more streamlined an futuristic weapon than the original SAW hundreds of years ago, but it serves the same purpose. With a ammo drum full of 100 7.62 mm rounds this weapon spits them out at a rate of 1000 rounds a minute at an accurate range of 350 yards and at 1,000 meters a second. This weapons purpose is to lay down a wall of fire very fast.

**Marine M-51 Armor**- The latest in personal UNSC armor technology introduced in 2430, the M-51 can trace its roots to the Future Force Warrior systems and Mechanical exoskeletons employed by the United States in the 21st century. Using reactive carbon nano tubes built into the arms, back and leg pieces of the BDU the M-51 Suit allows for the wearer to carry far more weight into combat, run at burst of up to 20 mph in full Battle Gear, and lift three times their weight. The armored plates, made up of carbon ceramics and composite titanium A plates, are highly resistant to small arms fire up to 12.7mm and can withstand up to five direct hits from Covenant Plasma rifle blasts. The newest models and are polarized for DEW resistance and some Marine Units are receiving M-51s with small personal shield generators, though due to funding and power requirements are only able to withstand one or two hits from energy weapons fire. Marines also carry an attachable re breather and mask for limited EVA operations or in case of emergency decompression on a ship. The UNSC Army uses a similar system while the ODSTs have the more powerful M-62 that has an integrated shield generator. (Imagine a mixture of the Marine armor from Halo Reach combined with the gear from Tom Clancy's future soldier)

**M1000 Grizzly II MBT**- Based off the venerable Scorpion the original Grizzly Variant had two 90mm high velocity cannons and a flamethrower with a more powerful engine and thicker armor. The Grizzly II was introduced in 2531 and became the most powerful tank ever created. The Grizzly is armed with a 125 mm Gauss cannon, two 50 cal machine guns, a flame thrower and two 25mm anti-air chain guns or LAAGs mounted on the side of the turret, which like its predecessors is towards the rear of the tank more and is slightly flatter as well and is lower towards the main hull. Armor is far thicker and the titano-ferride armor and composite Choblhiem plates can withstand numerous hits from Hunter assault cannons and several direct hits from a Wraith, as well as dozens of hits from conventional cannon shells. Another feature is that the armor is more smooth with curves in places. The far sleeker looking tank uses a fusion reactor to power the beast to speeds up to 60 mph. (Imagine the Scorpion mixed with an M1A2 Abrams)

**FS-837 Falken Starfighter**- Replacing the venerable Sabre fighter which was adapted in 2531, the Falken is a leap in fighter technology and capabilities. under half the size of the Longsword the Falken is half again faster and far more maneuverable. Designed with a long dagger nose with a fully enclosed cockpit that uses viewscreens called a COFFIN system to give the single pilot a 360 degree view the fighter had a deadly swept forward wing design with two large omni directional thrust capable engines that allow the Falken to flip over and spin on its axis for better angles of attack during dogfights, a deadly advantage. Also having two inward swept tailfins and two canards in front of the wing the Falken is just as deadly and capable in a dogfight in atmosphere as in space. Armed with two 50 mm cannons that are far more powerful than the larger cannons on the Longsword as well as a pulse laser and up to 20 missiles for dogfights as well as hardpoints for anti ship missiles and bombs. (Imagine a Mixture of the Falken Fighter from Ace Combat and the Fighters from Sylpheed )

**UNSC Starships**

**Andraste Class Frigate- **The Andraste Class is the result of the gradual evolution of UNSC warships through the Covenant War. Phased into Service alongside older Apocalypse classes as early as 2348 and gradually replacing them, the Andraste incorporates all of the lessons learned from engaging the Covenant and all the technology the UNSC could pack into it. Though having the overall classic look and profile of UNSC Frigates, the Adnraste class less skeletal looking and a little more bulky appearing due to an extra foot of armor and more weapons.

Length- 489

Hull- 3 ft of Titanium A Plate

Defenses- Shields, ECM and ECCM

Weapons

-1 MAC Gun (600 ton shell at 30,000 km a second)

-2 Single Particle Cannon mounts on the rear of both of fighter bay sponsons

-40 Archer Missile Pods (30 missiles per pod)

-4 Shiva Nuclear Missiles

-20 Fury Nuclear Missiles for Plasma Interception

- 12 50mm Helilical Railgun CIWS

-4 Kilowatt level anti ship pulse lasers

- 5 twin 100 mm Defensive railguns

-10 Missile Defense Lasers

Complement- 8 Falken Space Superiority Fighters and Marines

**Midlothian Class Heavy Destroyer-** Developed from experiences during the Covenant war, this class of destroyer came to represent the new standard for UNSC destroyers. These ships prove a match for larger ships with their heavy armament and thick armor.

Hull- 2 meters of Titanium A battleplate

Defenses- Shields, ECM and ECCM

Length- 535 Meters

Armament

-2 Mac Guns

- Three Particle Cannons

-38 Oversized Archer Missile Pods

-Six Anti Ship Killowatt level lasers

-6 Shiva Nuclear Missiles

-18 50mm Helilical Railgun CIWS

-6 Defensive 100 mm Railgun Mounts

-10 Fury Tactical Nuclear Missiles for Plasma Torpedo Interception

**Marathon Class Cruiser (Refit)- **These Cruisers held the line against the Covenants superior firepower successfully in the early years of the Covenant War. A force to be reckoned with before their refits with new technology like shields, they only became even more powerful.

Hull- 2.1 meters of Titanium A/ Vandanium Battleplate

Length- 1195 Meters

Defenses- Shields, ECM, ECCM

Armament-

-2 Heavy MAC guns (900 ton slugs at 1/10th speed of light, 30,000km/sec)

- 8 Dual Partical Cannons

-70 Archer Missile Pods (30 per pod)

- 17 Anti ship kilowatt lasers

- 10 Shiva Nuclear Missiles

-60 50mm CIWS

-Missile Defense Lasers

-20 Dual Defensive 310mm Railguns

Complement

-4 Longsword Heavy Fighters

- 30 Falken Space Superiority Fighters

**Warlock Class Battle Cruiser**- By 2535 it had become apparent that although the Marathon class cruisers that preceded it were no doubt very powerful and good, they just were not powerful enough, and though the UNSC could build them at the various shipyards at Reach, Earth, Mars and about a dozen other Inner colony shipyards at a pace of about 80 a year, they needed a ship that was more powerful and could easily be adapted to take on the new technologies the UNSC was developing.

As such the Warlock was born.

At a length of 1502 meters and armed with the most advanced weapons the UNSC has at its disposal, these ships are a force to be reckoned with.

Defenses- 2.3 Meters of Titanium A / Vandanium Composite Battleplate

Mk III Shield Generator

Armament-

-2 Heavy MAC Guns,

- 1 standard MAC

- 12 Dual Partical Cannon mounts

-30 anti-ship pulse lasers,

-100 Archer Missile Pods (30 apiece)

-10 Shiva Nuclear Missiles

- Various other Nuclear armaments, usually tactical mines or Smaller Plasma intercepting missiles

- 40 100 mm Railguns for close combat

-nearly a hundred strategically placed anti-missile pulse lasers

- 80 50mm CIWS

Complement-

-60 Falken starfighters

-10 Longsword bombers

-40 Pelicans.

-up to a Regiment of Marines, equipment, armor, vehicles, and 100 ODSTs

**Concordia Class Heavy Carrier-**

Designed as a replacement for both the Firefly class carriers and the remaining Trafalgar class Supercarriers, the Concordia's heavy anti-ship armament and armor ( for a carrier ) allows the ship to take on Covenant capitol ships on its own right, allowing its fighters and bombers to focus on their mission rather than having to defend the carrier.

Length-

3124 meters

Defenses- 1.2 Meters of Titanium A/ Vandanium Composite Battle Plate

MrkIII Shield Generator

Armament-

1 Mark II Energy Projector

1 Heavy MAC gun

6 Particle Cannons,( 2 per turret)

300 Archer Pods 30 reloads apiece

10 Shiva Nuclear Missiles

40 100 mm Railguns for close combat

30 Flak Cannons

Anti Missile Pulse Lasers

210 50mm CIWS

Complement-

250 Falken starfighters

120 Longsword Bombers

Up to a Division of Marines and their equipment

Able to hold two Corvettes internally or 10 extra Landing Craft for Marine Forces

**Medusa Class Battleship-**

The design for these powerful ships were originally produced a year before the start of the Covenant war. These ships until the UNSC managed to replicate Covenant shield tech were the only ships that were able to take on the largest Covenant warships. Numbering only around 50, the powerful ships are the pride of the UNSC fleet, a fact that they earned through battle during the war.

Defenses-

Up to 3 Meters of Titanium A / Vandanium Composite Battle plate

Mk IV Shield Generator with Smaller Back Up

Length-

2,900 Meters

Armament-

2Mk II Energy Projectors In turrets on lateral surface

4 Heavy MAC guns

34 Dual Particle cannons

600 Archer Missile Pods (30 Missiles per pod)

30 Shiva Nuclear Missiles

50 Flak Cannons

115 100 mm Railguns for Close Combat

Anti Missile Pulse Laser Defense Net

180 50mm CIWS

Complement-

100 Falken starfighters

20 Longsword Bombers

**UNSC FACTS**

UNSC Population- 120 Billion, rising due to a baby boom (same happened with WWII I am pretty sure the same would happen after a war like the Covenant War)

UNSC Controlled Worlds-950

Inner Colonies- 180 (70 percent of population) Reach has 7 billion and Earth 25.3 Billion.

UNSC Military Manpower- 2.5 Billion Active Duty

UNSC Reserve Forces in Various Colonial Guard Defense Forces- 1.2 Billion

Of Age and Condition For Conscription In Emergency- 16 Billion.

UNSC Fleet Strength- 14,900 Combat Vessels (not including ONI Prowlers or Rumored Stealth Destroyers)

300 Support Ships (not including fleet tenders)

-50 Halcyon class Cruisers with Pillar of Autumn Refits along with standard fleet upgrades

- 150 Cradle Class Mobile Repair and Refit Platforms

- 50 Mobile Construction Yards

-50 Planetary Assault Platforms (Modified Repair and Refit Platforms)

-100 Hospital Ships

- 300 Phoenix Class Colony Ship Refits for Planetary Assault

- 5000 Andraste class Frigates (300 planned or under construction)

- 5000 Heart Of Midlothian Class Heavy Destroyers (700 more being built)- New fleet plan calls for move away from lighter Frigates to purpose built Destroyers

- 2,640 Marathon Cruisers (100 more planned or under construction)

- 1,100 Warlock Battlecruisers (200 more planned or under construction)

- 200 Concordia Heavy Carriers (20 more planned)

- 55 Medusa Battleships (2 more under construction)

- 5 Trafalgar Supercarriers (8 built, three lost in Covenant War, One replacement under construction with another planned)


	2. Chapter 2

- _The UN is a federal democracy that is believed to control around 1000 colonies which very in population from a few thousand to seven billion, all of which centered around the Terrans Homeworld Earth. The Terrans insist that Earth is the homeworld of humanity, and that a race called the Forerunners transplanted Humanity throughout the galaxy. This is debated. The UNSC (The Military arm of the UN) was involved in a massive 28 Year long war that makes the current war look pale by comparison with an alliance of alien races called the Covenant , the exact cause and facts behind it, as well as information on the races of the Covenant, is limited. What is the cause of concern is though the UNSC and UN are small, their worlds, the ones we know of, are highly industrialized, well defended, and their Navy, Marines and Armies are all well equipped and well trained. UNSC equipment is both very advanced, powerful, and strangely antiquated at the same time._

_SEE ATTATCHMENT*_

_- Republic Navy Intelligence Memo-_

_*- We know the Terrans rely heavily on projectile weaponry, however this is not the same projectile weaponry that we have grown accustomed to. The Terrans have developed their projectile weaponry to a point to where it either equals or in some cases exceeds blaster weaponry. Our forces, and for that matter almost any forces in the galaxy, have little experience fighting trained forces armed with such weaponry. The examples we have seen clearly show that the standard infantry rifle used by their Marines is able to penetrate the armor of our Clone Troopers in as little as two shots, as the Kashyyyk incident showed us. What is more discouraging is the fact that the armor that their soldiers, at least their Marines, wear, seem to be a highly advanced power armor suit that uses some sort of fibers that amplify the wearers movements. The next fact, and most disconcerting, is that they are equipped with personal energy shields, which can take at least two hits to bring down from standard weapons fire. One negative aspect of the clone wars for our troopers and Jedi generals is that the UNSC does not fight on the ground like the armies of foundering CIS._

_The UN Troopers are trained, like our own, to fight from cover and to not needlessly charge headlong at the enemy unless necessary. Though our troopers are capable of fighting this style of warfare, the problem arises that the CIS Droid armies have always simply charged headlong into our lines, the three years of war making our troopers, no matter how trained they are, to come to expect this style of warfare, as a result for a short time our troopers will have habits developed that will put them at a disadvantage._

_(Note we have reason to believe that UNSC Firearms will catch the Jedi completely off guard, you cannot deflect bullets, especially as the those of the UNSC travel at near or at hypersonic speeds)_

_UNSC Navy strength is the most concerning part however. We witnessed the hard way during the Kashyyyk incident that the weaponry that UNSC Vessels use are powerful, and we believe that they have engagement ranges that supersede ours. Their Mass Drivers, which are more complex than they seem, are the single biggest threat. The RNS Unstoppable had its bridge and tower section blown off from a single round from the Terran's MAC gun, as they refer to it as, after another shot and hundreds of Missile hits brought the shields down._

_We need to end this war quickly. Our strength lies in our numbers._

_- Republic Intelligence Chief to Senate and Jedi Counsel-_

_**Couruscant **_

_**Office of the Chancellor **_

_**Republic Executive Building**_

Sideous looked out of his office at the denizens of the never ending cityscape.

They went about their lives in an almost pathetic ignorance to what was truly happening to them.

However instead of hating them the dark lord of the Sith pitied them for not being able to realize that forces beyond them could manipulate them and control them into doing whatever they willed.

Forces beyond their control.

Was that a gross understatement.

He closed his eyes and immediately began to read the thoughts of the humans and aliens going about their business.

He smiled, knowing that their weak minds would easily give in to his powers if he willed it.

However he had much more important things to plan for, and worry about.

He would have never had thought that his plans, which had been going so well, could be so derailed by a single discovery.

The existence of a race of humans in the unknown regions had come as a shock to him as much as any other person.

"But still…" he murmured.

The single shocking discover lead to another as Skywalker, whom he was slowly becoming closer to making his Padawan, was that these humans were completely devoid of the force.

There was nothing in the force, nothing at all. A force user couldn't even read their minds, it was like hearing nothing but static.

How in the force that was possible was beyond him.

Master Yoda and the Jedi counsel had about as much of a clue as he.

When the delegation had come to Coruscant, to much fanfare, the entire Galaxy had watched in wonder as they presented their history, and what they believed to be the history of the galaxy.

It had actually answered questions, but only raised more.

Could an ancient race have really seeded the entire galaxy with humanity and other races for that matter?

That was one of the most debated thing in Universities right now.

They had been surprised to say the least when they learned that the UN had only been traveling the stars for 500 years or so, for a race to develop so quickly was rare, though the reasoning for it that the Terrans had was sound.

To be split into so many competing nations states and ethnicities would cause rapid development .

Then they were told about, briefly, the Human Covenant War.

To say that He himself was disgusted and shocked would have been correct.

If what they had said was true then the Clone Wars were mere child's play to them.

There had been several aliens with them called Sangheilli, of which had been a former member of the Covenant before learning the apparent truth behind the war and seceding from the Covenant, allying with the UN.

The UN and the Sangheilli were wanting to become a part of the Galactic community and open trade with all of the worlds, or so it seemed.

In reality it seemed that they wanted nothing more than to be left alone, as evident as they adamantly were against becoming involved in the war, the Sangheilli far more so.

Another thing that had caught them by surprise was how the UN openly criticized the use of Clones by the GAR.

The words despicable, disgusting, cowardly and pathetic were common.

The ambassador in one of the in frequent interviews that had been given had openly declared the Clones to be a crime against humanity.

That was when it all went sour.

It also started up the debate again with Sentient Being Rights groups rallying behind the UN's declaration.

It was well known that the UN was playing both sides in an attempt to be neutral, however when the UN began to give direct medical aid to the CIS the Senate went into an uproar.

It only got worse from there when Republic Intelligence had its computers hacked by a very advanced and malicious hardware that they claimed to be an Artificial Intelligence, and had many incriminating evidence about the war and the Kaminoans stolen from their servers.

Only the UNSC had technology like that.

It had all lead up to what was termed the Kashyyyk incident when the crew of the Venator Class Star Destroyer _Unstoppable _opened fire on UNSC ships in orbit of the ongoing battle of Kashyyyk.

In the end the Star Destroyer _Unstoppable _was left a wreck and a large UNSC freighter destroyed and a UNSC Frigate heavily damaged.

But that was just in space.

Before jumping away from the system using their still mysterious Slipspace drive the UNSC ship fired a thermonuclear device into the upper atmosphere above the main continental mass where the fighting was located, and sent an encrypted signal to the CIS forces.

The CIS forces, droids, war machines and all immediately shut down, leaving the Republic Soldiers confused.

However the next thing that happened left the Republic defenseless.

The Thermonuclear device exploded high in the upper atmosphere, sending out a titanic wave of EMP down to the surface.

The entire GAR Army deployed in the theatre effectively shut down.

Communications failed.

LAATs fell out of the sky.

Walkers stood still or toppled over.

HUDs stopped working.

And even heavy weapons and some blasters failed to fire.

Then the CIS droids turned on again, and the GAR was crushed, massacred more of the correct word.

The CIS had retreated from the planet, but not before rendering around 1/8th of the planet uninhabitable and killing off hundreds of thousands of Wookiees.

It had been three months ago, though the CIS was now only a shadow of its former self he received one of the biggest surprises of his life.

The UNSC had apparently found the code buried deep in all CIS War Droids hardware that ordered them to shut down and warned the CIS commanders, whom were unexpectedly replaced by what was called the Patriots, a group of leaders from the systems that most adamantly supported the CIS cause that now called the shots once Grievious was defeated and the Nubian Trade Federation , Techno Union and the other mega corporations were thrown out, their droids, ships and resources taken over.

The damn Terrans had found his plans, or at least enough of them to ruin them.

No matter how powerful the Force was for him he couldnt effect people who were not even connected the force unless he was right there.

It was obvious that they had orchestrated the affair, replacing the CIS leadership with a Counsel supported by them, and saving a full 1/4th of the CIS war droids and ships when Palpatine had Skywalker himself send out the communiqué from Mustafar to shut down the CIS forces.

Though the CIS was now no longer a dire threat, the "home systems" of the rebellion were now so heavily defended by the remaining fleets and droids as well as a swelling militia that was increasingly well trained that to destroy the CIS would leave the Republic a ruin.

That left Palpatine to put his plans to destroy the Jedi and turn the Republic into the Empire on hold.

Hate them or not the Jedi would be needed to at least be bodies to throw at the UNSC, and changing the Republic during wartime would not work.

Plus if he created the Empire right now he would only galvanize the CIS and make it more powerful, and no telling how that would effect the UNSC and the UN.

However the real problem was that like it or not, the UN was gaining support amongst the populace.

The Terrans had galvanized the populations of the remaining CIS systems, and the rallying cry for what Palpatine had crafted as a mere rallying cry to have support for the CIS that was supposed to be a pawn turned into actual beliefs overnight.

They truly believed that the Republic was rotten and that they wanted to be free of it.

It was the chief reason that the CIS was even alive.

Now denizens of the supporting worlds were lining up to join the swelling militias to replace the droid armies lost.

What was alarming was that the militias were fast morphing from a motley bunch of armed civilians to a legitimate trained military force.

And many of their skills were clearly taught by and copied from the UNSC.

The UN was a threat that needed to be removed, and fast.

It was a cancer that was fast becoming malignant.

As such after sending out countless recon craft and gathering as much intel as the Navy could, a fleet of 255 ships which was to be the spearhead of the invasion of the UN, was just about to launch from Taris.

It was more or less a test of the UNSC's power before thousands of ships invaded, the upcoming battle was more or less a probing attack and an attempt to find out more about the UNSC.

Among them were three Jedi, including the Twi'lek Aayla Secura and Shaak Ti, who would assist in whatever way the useless Counsel would order them to.

Their target would be one of the located bases they had found.

Located in a system with what seemed to be a fleet base and from what they could tell it seemed to be the perfect target to see how powerful their enemy was.

The operation, named _Star Fist _by the Admiral who would lead it, Admiral Wulif Yularen, would be the most important operation the Republic Navy had taken so far, more so than the Defense of Coruscant during the Clone War as this battle needed to be won to prove to the reluctant Jedi and Senate that the UN needed to and could be removed as a threat.

Convincing them that they were a threat had been difficult enough, though thankfully he was able to because of his sheer control over the senate.

And ironically he had to thank the Terrans for their force negative nature as the Jedi counsel was completely focused on how this could be so, as it nearly went against their teachings. Making it easier to get away with his task of manipulating the Senate.

"This war will test the very fabric of my power."

_**Taris**_

_**Republic Fleet Node 11**_

_**UN Assault Fleet**_

_**Venator Class Star Destroyer **_

Aayla Secura stood near one of the large windows of the port bridge tower of the great warship, staring out at the fleet that was continually gathering for the assault on the UN and its military arm the UNSC.

There were ships as far as she could see, their running lights and engines looking like thousands of glistening stars, surpassing the glimmering surface of Taris.

Present were 40 Venator Class Attack Cruisers, 60 Victory Class Destroyers, 90 Acclamattor Class Cruisers, 25 Support and Logistical ships, and ten of the new massive Imperator Class Star Destroyers, not to mention the thousands of fighters present.

The plan was if the operation went as planned there would be more fleets, each _far_ larger than this.

The Jedi Master sighed as she reached out into the force and searched for answers.

The Twi'lek reached out past the millions of souls present in the fleet and into the Force.

The sensation of falling took hold as she searched for what she was seeking, the answer.

She had been one of the first to receive that report that had floored the galaxy from Anakin.

For an entire race of Humans to be force negative and have absolutely no presence in the force what so ever shook the Jedi to their core.

How it happened and why was unknown.

Not to mention that more and more people were beginning to believe that Earth may in fact be the true birthplace of humanity.

Their ideas on an ancient and almighty race they and the mostly isolated Sangheilli believed, called the Forerunner having seeded the galaxy with humanity and most life after a catastrophic war with a parasite called the Flood was far-fetched sounding, but their evidence was substantial.

It was possible that humanity was more or less the remnants of the Forerunners as it was known that Humans and Forerunner were very similar.

However that did not matter now, as the Republic was just about to launch itself into a war with an enemy whose power it did not know.

Despite its small size the UN had an abnormally large military.

The fact that when asked about this the Terrans seemed to think that the armies of the rest of the Galaxy were abnormally small spoke volumes of their history, a history which Aayla herself found fascinating.

They had in a thousand years advanced from swinging swords to launching satellites and splitting atoms. In another five hundred years from building primitive atomic rockets and suborbital spacecraft to colonizing hundreds of worlds.

Aayla still was surprised at how many different cultures , languages and religions had formed and were all packed onto one world.

Their history was just as interesting.

Violent was an understatement.

Thousands of wars, three gigantic wars called World Wars, an Inter System war, hundreds of Insurrections.

The Covenant War however was almost frightening to read about.

There were plenty of wars and several Galactic Wars that had led to whole worlds being destroyed, but for one species to deliberately try to kill off one another at such a grand scale was horrifying.

It partially explained why Terrans seemed to be very wary of alien species.

The Force gave her the usual sensation of another person coming up beside her, and she opened her eyes to see Shaak Ti looking out the window as well.

"Greetings Master." she bowed he head.

"Aayla" Ti replied curtly, he colorful robes twirling around her form as she came to a stop next to her. Both of them seemingly non-existent to Admiral Yularen's Bridge Officers who were at their stations performing their assigned tasks.

The two Jedi stood in silence before Shaak Ti spoke.

"You are searching for the answer No?"

Secura sighed, "Yes Master, I still dont know what to think about this, or the Republic and CIS any more."

Shaak Ti frowned , " The Force is still clouded, One cannot find the answers they seek. You wish to know if this war is right?"

"Yes, I cant see why we must attack them. We dont know if we can defeat them. " Secura replied as she turned her back tot he Window.

"We can only know until it all begins, the UN is a threat to the Republic and they clearly support the CIS." Shaak Ti replied.

Aayla's lekku twitched as she felt Yularen's presence, he was almost complete with his preparations.

"But is that such a bad thing? The UN is a democracy similar to the Republic, in fact it is far more efficient and wishes very publicly to not meddle in Galactic affairs. We all know that the Republic hounded them into joining the war as did the CIS. The UN remained Neutral until the Republic Intel had its servers hacked. They must have found something to cause them to drastically reverse their stance."

Shaak Ti turned to her and with a worried expression spoke, "Secura the Republic has lasted for thousands of years. Yes it has its share of problems but the UN has openly supported the CIS and has led to the deaths of an entire GAR Army Force. The situation with the Clones is a problem and we have taken measures to remedy this. A power that supports the CIS is..."

Aayla interrupted her, "I know, the CIS has done horrible things and was a creation of the Sith. However the leaders are all dead now and it is the people of the systems who now lead them. And they have even criticized the actions and denounced the atrocities of Grievious and Dooku. They themselves believe that they were most likely pawns of the Sith who were really pursuing their own agenda, which we all believe to be true and..."

The intercom buzzed.

"Admiral On Deck!"

Aayla and Shaak Ti spun around to see the familiar face of Wulif Yularen with the third Jedi to accompany them on the the attack, a human Jedi master of 30 years with a light complexion and blond hair, Jax Sieflan.

The officers, clone and regular volunteers, all snapped to attention with crisp salutes.

The veteran Admiral returned the salute as he went to his post, Jax following right behind him in step almost.

Shaak turned to look at Aayla, who could not help but scowl as her lekku curled upwards.

"_Jax may be a fellow Jedi, but he is one arrogant,...as the Terrans say, Son of a Bitch." _Aayla thought to herself.

She immediately felt horrified of her mental outburst, it being very un-Jedi like action.

The war had hardened everyone, Jedi were not exempt either, but her occasional bits of anger made her worried.

Was she allowing the dark side to creep into her thoughts?

Ever since her brush with the darkside she always worried about it, far more so than any other Jedi it seemed.

She knew Shaak Ti had felt her thoughts, a fact only confirmed when Shaak Ti calmly reach out into her mind.

"_Aayla I know you dont like him and I agree it can be justified, but outburst of anger will degrade your morals."_

Aayla wanted to turn her head in shame.

"_Yes master, sorry."_

At least she knew that she wasnt the only one who thought that, aside from Yularen himself.

Jax had been held back as a Jedi Knight due to his stated over confidence, but the strain of the Clone war had forced him to be promoted to make up for the numbers lost in battle.

He had proven himself as capablehowever, but still his sheer arrogance made Aayla and those who worked with him want to bash his head with a blunt object as one Officer had put it.

To bring that point home Jax immediatly turned to Aayla, "So how fast do you think we will sweep aside these Force Senseless Kriffs?"

Aayla felt him sneer at her through the force as she cooly replied, "Never underestimate your enemy Jax, it will lead to your doom."

Jax laughed, "Please my dear they use projectile weapons for the force's sake. I bet we will have them absorbed into the Republic in under six months."

"That sounds an awful lot like Imperialism Jax."Shaak Ti replied before Aayla could say something she might regret.

As if sensing the feud himself through the force Yularen strode over to the three.

"All preparations are complete. We will be launching shortly"

_**Taris System**_

_**ONI Blackcat Prowler**_

_**UNSC From Dusk Till Dawn**_

"Tangos are moving into a typical hyperspace jump formation, charging hyperspace drives." The Radar operator called to Captain Oni Bin Huesda from his post, his holographic interface showing the 255 targets moving into position.

The 10 year veteran sighed, they all knew this was coming, they had intercepted Republic communications a week ago indicating an immanent attack.

POTUN (President Of The United Nations) and the General Assembly had ordered the UNSC to DEFCON level 2 as all forces were put on high alert while the Senate and Assembly began in the capitol of Washington to draft the declaration of war on the Republic and her allies.

Now it was finally here.

As a veteran of the Human Covenant War the prospect of war with the Republic didnt frighten him as much as it would have ten years ago during the Climax of the war, but it still was bad.

The UN's military the UNSC was when compared to the Republic and the galaxy at large much larger than average, large enough to compete with the likes of the Republic despite the small size of the UN, though aside form the Galactic Core worlds like Coruscant and a few other places like Nal Hutta, Anaxis, Axum ,Fondor, Corellia and Taris, the UN was heavily populated and condensed.

Another less known fact was that due to the fact that the UNSC was situated on the outer arm of the Milky Way it was able to focus its military far better, and aside from the Covenant Loyalists Remnants who had been quiet in recent years, was not surrounded by enemies like the Republic.

The _Dusk Till Dawn _had been on station for three days now, watching as dozens of ships poured into the system, forming into a fleet that could conquer dozens of systems.

The scanners of the Republic Fleet were unable to even detect the sensor ghost it seemed, they had came as close as 100,000 kilometers and there had been no reaction from the supposed mighty ships, even the new Imperators.

And now it was launching.

The captain watched as over two hundred ships winked into hyperspace.

"Tell HIGHCOM that they have launched. Send a flash message to Washington. Tell them its beginning. And go forward with Operation Suckerpunch. As soon as we are complete with our mission jump to Reach." He ordered.

"Yes sir!"

"What is the estimated time until they reach our border?" He asked the ship's AI.

Its ghostly avatar sprung to life on its holo pedestal as it replied in a monotone voice.

"Five Days, they have to compensate for the inferiority of hyperspace. "

Though technically hyperspace was faster than Slipspace, the fact that hyperspace was effected by the gravity wells of celestial objects, going in straight lines was impossible and accurate star charts were needed, where as Slipspace Drives could simply input galactic coordinates and jump.

"Sir the mines are away. Maneuvering them into position above the planet." the weapons officer announced.

"Good, set the timer to 9 days from now, we will show them what happens when they attack us. Are they in position?"

"Yes sir. They are positioned in geosynchronous orbit to cover the whole planet."

"Good. Initiate Slipspace jump."

_**Earth**_

_**UN Capitol**_

_**Manhattan District- Capitol city of Washington**_

The cityscape of Washington and especially the former New York City reached up easily two miles to the sky.

When the UEG was formed the city where the old UN building was located was chosen to be where the capitol of humanity was located.

As the UEG grew to encompass all of humanity ,the cities of the American Northeast grewogether, morphing into the super city what was soon simply referred to as Washington which encompassed the District of Colombia, Baltimore, Philadelphia, Newark, New York and all the way up to Boston; more space was needed.

Governors Island in the middle of New York Harbor was chosen to be the location of the UN capitol building, the UN Parliament and the UEG General Assembly and dozens of administration buildings.

The island was tripled in size thanks to dredging , and on it rose dozens of massive towers rising miles into the sky. Towering above them all and dominating much of the downtown skyline of the city was the Capitol Building, a work of modern art with a few artistic Gothic and Greco classic lines as well as modern uniformity that rose 4 miles into the sky.

On its uppermost floors sat the highest members of the UN and UNSC.

At one end of the large semi-circle table sat the commander of the entire UNSC, Lord Hood. Surrounding him were the Secretary of State, Secretary of Defense, General Assembly Speaker, Speaker of the Parliament , Vice President, and the President of the United Nations and the Colonies, Reagan Vladislov.

"So we are sure that the Republic is moving against us?" The Secretary of State asked as his aid handed him another cup of coffee while he read the report on his holo screen.

"Yes, we intercepted communications over a week ago that clearly indicate that they are going to attack." spoke the all familiar and deep resounding voice of Lord Hood, wearing his customary white dress uniform covered with medals.

The Sec State, who was from Reach, seemed to be only partially satisfied as he frowned.

"Hood I dont want to sound too cautious but could putting our fleets, marines and armies to DEFCON 2 be what sets them off?"

The Speaker of Parliament cut in, "I understand your concern but after what ONI found we cannot be too careful."

He turned to the hulking form of the President who stood looking out at the panoramic view of the megacity of 213 million and its never ending activity, from cars on the roadways far below to the sky ways and the lights from the flying transport taxi's, all the way to the tiny green figure of the Statue of Liberty on its Island far below.

The skyline going on off into the horizon.

"Sir Parliament and the General Assembly both agree to the declaration of war on the Republic, but only as soon as they attack, and we do agree to Operation Suckerpunch and approve of it."

The older man from the inner colony of _New Peking_ mumbled, "Especially after what ONI found."

President Vladislov turned and strode to his seat, his muscular form seemingly trying to break out of his black suit.

A veteran Marine who went on to serve as an ODST during the Covenant War, Vladislov was a man nearly all of the Populace respected and trusted, while his enemies feared him, their fear only harkened by the fact his platinum hair was complemented by three beastly scars on his left temple which was the result of a claw from a rampaging Brute.

His deep voice tinged with a slavic accent boomed as he silenced all of the others.

"The facts are gentlemen that someone very high up in the Republic government, or more likely a large part of it, have more or less manipulated a large chunk of the galactic community into going to war for their own personal gain. We all can literally see that the Chancellor and his supporters, which are a large portion of the senate, have had their power become almost unlimited. Our AI's found enough transfers in credits for one year to pay for not only the GAR but the CIS battledroids as well, all from one mysterious person whom we cannot identify. The Chancellor has more or less made himself into a dictator, and it is only a matter of time before he exercises his total power. For the Jedi to not have known this and be in such proximity of the Government points to the fact that they have to know something or even be in the know."

He paused as he took his seat, waiving an aide aside as his eyes quickly danced around the spartan yet immaculate room.

"We need to go forward with our plans to set the CIS up as a legitimate power and government. Our leaders we set up known as the PATRIOTS have proven to be quite useful. The propaganda movement has spurred the populace of the worlds into enlargening their armies and drastically increasing the size of the Militias to make up for the loss of 75 percent of the Droid armies. The retraining the militias into true standing armies is going well, but we still have a lot of ground to cover..."

The intercomm buzzed as Lord Hood's personal datapad buzzed.

As Lord Hood excused himself to answer the call the dumb AI secretary's voice came over.

"Mr. President we have an urgent message from Manassas (the location of HIGHCOM on Reach) ."

Lord Hood walked back through the door holding his data pad as he simply said, "Its them."

Lights dimmed as the holopad lit up, showing Admiral Cole, who immediately did a perfect salute despite his age.

"Mr. President." he then spun to the others present, "Sirs"

Vladislov waived him to be at ease, "What do you have?"

"Sir one of our Prowlers, the _Dusk Till Dawn_, which was on station at the Republic world of Taris reported that the Republic Armada went to hyperspace and is heading directly towards UN space. The Flash message is 10 hours old and we expect the Armada to be nearing our borders in as little as five to three days. The Prowler immediately initiated plan Suckerpunch and its payload successfully deployed. Our fleets on the Border and at the Long Range bases are on high alert and have permission to engage any Republic force that enters our territory. From triangulating their approach vector we believe the fleet to be heading straight for The Alpha Rendara system, where the colony of Ceina and Long Range Base 5 is. Midguard is readying to deploy any fleets to any outer colony worlds and Reach is sending up 11th and 31st Fleets as support. We have restricted as much civilian traffic throughout the outer colonies as we can and have alerted all planetary garrisons."

Vladislov grimaced as the rest of the members of the meeting cursed. Lord Hood stepped forward as Cole saluted him, Hood returning it.

"What forces do we have at LRB5? And as Ceina is more or less a colony to support the base and serves as a training facility are the Marines and what Army troops we have there prepared?"

"Sir there are currently 78 ships at LBR5 with three more on the way. Two Concordia Class Carriers, fifteen Marathon Cruisers, Five Warlock Battlecruisers, 25 Midlothian Class Heavy Destroyers and thirty Andraste class Frigates. Also present are the support and resupply ships and tenders, though they are jumping system along with any civilian craft. The Ground forces on Ceina are prepared and all our ground to space batteries of PCs and the underground MAC gun will keep them from landing on top of the base and the Settlement."

"Its a good sized fleet." SecState mumbled

Though it was true, it was rather unusual for that many ships to be located at such an unimportant world or sector. The whole Idea of the Long Range Bases/ Anchorages, of which there were ten spread along the general border of UN and UNSC controlled space with around 70 to 80 ships at each to act as a deterrent and a rapid reaction force to defend the Outer Colonies and allow the fleet at Midguard to have more time to send in reinforcements as well as Reach and any other UNSC Fortress world or Fleet Base more time to assist in the defense of the outer colonies

Vladislov grumbled, "Our ships will be outnumbered nearly three to one."

Hood nodded, "We have sent the orders to evacuate to the civilian populace but if they chose to follow it or not is up to them. It is not a mandatory evacuaton as unlike the Covenant the Republic is only going after military targets."

The rest of the room nodded solemnly as Hood asked, "Cole what ships are inbound to LRB5?"

Cole seemed to grin, "We have the Concordia Carriers _Black Dawn _and _Shinanio_," he paused before adding.

"And the Medusa Class Battleship _Warhound_ with Sierra 117 on board."

The room was silent for a moment before Hood chuckled.

"Of course Admiral White would sprint to any battle, hell he probably had his ship on the border or in Republic space waiting for the word. I wasnt aware that Sierra 117 was deployed to Midguard?"

Cole shrugged, "Ask the spooks."

Vladislov interrupted them.

"No matter how much the presence of the Admiral and, lets face it, the savior of the galaxy effect the battle this is still an outright declaration of war."

He turned to the Speaker of the General Assembly, "You approve of the declaration of war with the Republic as well as the Parliament?"

The woman immediately nodded, "Yes sir we do. All of the Nations of Earth and Mars as well as the Colonies support the declaration of war by a 90 percent margin, as we need only 60 percent it is more or less unanimous."

Vladislov crossed his arms as he leaned back in his chair, "I spoke to the Arbiter and the Sanghielli and as we all know they will not get involved unless something drastic happens. However they have offered to take up the slack patrolling our portion of the Loyalist containment zone and the DMZ so we can free up more ships to fight."

The members of the room nodded in approval.

The discovery of the CIS cruiser three years ago had the odd effect of making the Sangheilli and the UN cooperate far more. Before the discovery relations had become lukewarm at best.

The two powers had agreed that they both wanted to stay out of most galactic affairs, in the case of the UN at least till the Clone Wars were over.

However the ONI's hacking, which was almost routine and was actually supported by the Sangheilli and the Parliament as to find out more about the two combatants had changed that when they found what was fast being referred to as the "Imperial Files", indicating that the war was a set up to create one massive galactic mega power, had changed all of that.

The Sangheilli simply isolated themselves to all but the UN and the UN began to support the CIS as a stopgap to prevent the so called "Empire" from forming.

"Good." Vladislov replied as he stood up.

"Gentlemen and women this meeting is adjourned. I will make an address to the public at 4 in the afternoon today telling them about the situation."

They all nodded as they got up from their seats.

"And God's speed."

_**UNSC Medusa Class Battleship**_

_**UNSC Warhound BB-32**_

_**En Route to Alpha Rendara System**_

In one of the empty officer's quarters sat a hulking figure on a couch, one luxuries said officers were provided.

The man was brooding over the coming battle, what it would mean for humanity, and most importantly how he would defend it.

As he shifted his position the couch groaned, holding up that amount of weight was not in the design.

Half a ton's worth of man and armor was quite a stress.

The man had a green helmet with a signature golden visor sitting on a small table next to him.

The man had a handsome face, some women had called it attractive in a "Primitive and Animal" sort of way. However his face was unusually pale, the result of 40 years of active duty, of which he had the scars to wear for it.

He was the best soldier the galaxy had ever known, the savior of humanity, these days Terrans, who prided themselves to be the true humans, or Reclaimers, and the entire Galaxy as well.

Master Chief John -117.

Looking out one of the few windows of the warship he ran his gauntleted hand through his close cropped brown hair as he thought about what ONI had suddenly shipped him from Reach and the rest of the surviving Spartan II's and III's who were training the batch of III's, called by many the Spartan IV's as they could chose to become a Spartan or not at the age of 17; to Midguard nearly overnight.

When he was hurried to one of the deepest bunkers of the second most important of the Fortress Worlds aside from Earth he had learned to his shock why he was there.

Cortana.

Upon arriving back at Earth after the Battle of Installation 00 Cortana had to be immediately given over to ONI's cybernetics division so they could extract the information from her in an attempt to increase her lifespan.

Aside from a few meetings the partially rampant AI that she was allowed to have with him to make her happy, (though he too had requested it), who was still regarded as his best friend ahead of Johnson, the Spartan II's and the Arbiter; that they had once a year for nearly eight years, he never saw her.

He had gone on to performing "clean up" operations after the war and then went on to training the Spartan III's that wanted to and were able to become a Spartan.

He had been one of the less successful of the 24 surviving Spartan II's and 121 III's that decided to partially go inactive after the war.

With no one to fight and HIGHCOM wanting to repay them in anyway they could the UNSC had offered every Spartan a chance to have a normal life. Half of the Spartan IIIs of the time had taken the chance and were now living as citizens of the UN, some being quiet civilians, others being everything from teachers to one even working for a defense contractor testing power armor, but several had gone on to work as a team of Mercs as the rest of the galaxy was very unstable, and the group of ten had fast became one of the most well known guns for hire who only worked for small planets not affiliated to the Republic, CIS or the UN.

The Spartan II's had been far less successful, as they had been in the military and fighting since they were kids, as such the adjustments had only worked out for one, Maria, who now had a son and was married. The Spartan II's and the remaining III's, altogether 112 in total had stayed with the UNSC, especially when the Spartan IV program was begun and they assisted with the training, these new generation Spartans receiving the same enhancements as the III's, but they were conscripted at the max age of 22 if they agreed to after ONI approached them. However the IV's were not ready yet as they were only receiving the 2nd of four surgeries to augment them and their training was not complete.

When he made it to the bottom of the bunker complex he found he was in ONI's Cybernetic division headquarters.

What they were working on was how to increase the chances of an AI reaching Metastability, a stage of a Smart AI's lifespan that only two AI's were known to reach, Mendicant Bias and Cortana. At this stage which occurred after Rampacy the AI essentially became a truly sentient being, the holy grail of cybernetics, however 99.99 percent of AI's died before reaching metastability.

What ONI had told him however, he couldn't explain his emotions that well.

It was like learning that your best friend who had died had suddenly been brought back to life.

He had come to terms that Cortana was dead, and though he knew ONI had tried their best to save her their top priority was to extract the data she held.

He was wrong.

Cortana had reached metastability, the first human AI to do so, and such, she was now a sentient being, a true artificial person, just lacking a physical body.

After the initial welcome he was informed that ONI was working on the next stage of their plan, combining a synthetic human body that was very similar to human tissue that allowed an AI to inhabit a physical form that could react with Humans in_ every_ way shape and form and to retain the power and abilities that she had as an AI, being able to interact with almost all known computer software in the galaxy.

_The Holy grail._

Humanity would actually create life.

He was told to take Cortana with him to test her.

"Take me around the block." Cortana said.

"Snoozing on the job?" a familiar voice teased.

John snapped out of his stupor as Cortana's familiar avatar came to life from his MJOLNIR Mark VII's wrist mounted holo projector. She "stood " on the table as she placed her hands on her hips, she apparently had grown her avatar's hair down to her shoulders now.

"I guess you can say that. Im just thinking of how this war will turn out." he lied.

Cortana's color changed from blue to white as she grinned, "I call your bullshit. You were thinking about me."

_She really is back._

He grinned, "Yes ma'am. Are you sure that you are ready for the mission? You are..."

"John.." she interrupted, crossing her arms, "I know how your feel and...and I appreciate it. It makes me feel special. But I am 100 percent ready, in fact my processing power is actually more powerful than before Alpha Halo."

John nodded as she "sat" down on the edge of the table, letting her legs swing in the air as her color reverted to its normal blue., the new hologram technology was impressive.

"Besides." she grinned, her Avatar becoming the size of a normal human, "I can only wait so long before I get to test my body with you." she said seductively.

For one of the few times in his life John was caught totally off guard.

John actually tried and failed to stifle a cough.

_I knew she had strong feelings for me but...well I guess that answers the question._

He had feelings for as well, he just had never allowed them to advance to that stage as she was an AI.

Now she was a true being, and she would soon have a body capable of performing all of the acts that humans could, ONI had been very forthcoming about that, something he had found amusing. However they knew about the bond he and Cortana shared, which was most likely that reason that they chose her to be the AI for them to assist in reaching metastability, her having someone to connect to helped.

Cortana laughed, "Looks like I can catch you off guard. Thats for crashing that Banshee into the side of the _Pillar of Autumn."_

"I guess Ive had that coming for several years. " he chuckled.

As Cortana began to look at him longingly the intercom buzzed.

Cortana huffed as John immediately answered.

"This is Sierra 117 reporting."

"I'm here too." Cortana announced as she reverted back to her normal size.

"John this is Admiral White, y'all should know that I am not that into formalities. . I need to see you on the bridge." the voice of the famed Admiral and war hero having his usual acclaimed Southern Drawl that came from being a Earth born Texas rancher, one of the couple hundred left in North America.

"Yes sir." John answered crisply as he put his MJOLNIR's helmet under one arm and left the officers observation deck.

After traversing the bulkheads and several hundred meters of the ship, garnering the stares of wonder and respect that he still would never get used to, he took one of the four trams that ran the length of the 2.9 kilometer warship.

After about a 20 second ride he got off at the bridge area, and walked for 10 more seconds passed officers fast at work at their stations before coming into the gigantic bridge of the most powerful ships in the UNSC fleet aside from the remaining 5 Trafalgar Class Supercarriers.

The cavernous room was covered in displays, work stations and was dominated by the captains chair where Captain Haithum was seated, the long time captain and friend of the Admiral becoming almost as well known as Captain Jacob Keyes.

John walked past the dozens of officers who all looked up as the 8 foot tall supersoldier walked up towards the two helmsmen where a broad shouldered man in a white Admiral's uniform was standing, smoking a cigar.

As he turned to face him the 53 year old mans face which was as well known to the public as, unfortunately, his own greeted him.

His white gold encrusted cap hid his black hair that he had allowed two grey streaks on the side to grow. His face carried the look of determination and experience, but also a hint of constant humor and rebelliousness that came to define one of the men who had undoubtedly saved the Terrans. His deep brown eyes held a hint of sadness in them though, the man had been forced to write the infamous White Doctrine, which had forced billions from their homes and colonies so they could be used to buy humanity time, as well as have hundreds of ships and their crews die under his command.

And then there was his brother.

His brother had carried on his family's long and proud tradition of being ODST's, and as such he was present at the Battles of Harvest in 2526.

He never came back.

Greg had been the odd child in his family, always breaking rules, getting into trouble at school and refusing to join the Marines.

However his records clearly showed him to always be the top of his class, yet he had as many run ins with the law as he did A's on his High school report cards.

That all had changed after his brother never came home.

He immediately signed up to join the military, however in training his aptitude test were off the charts. He would make an amazing ODST and Marine (he scored a 95 percent on his marksmanship ), but his talents showed where he truly belonged.

In the Navy.

After completing OCS he was assigned to the Destroyer _Rapier_ the next year he proved his competence when the entire bride crew was killed save for him, an event paralleling Preston Cole's. He took command of the ship and in a battle to cover the retreat of colonists on a remote colony facing down a Covenant Carrier managed to miraculously destroy the ship and save the colony by playing "dead" and luring the Covenant into a trap.

After that he quickly rose from Captain to a Rear Admiral in the beleaguered 9th Fleet. The fleet had taken so many casualties it was on the verge of being disbanded that he was made a Rear Admiral due to the lack of personnel.

Then the fateful battle of Sargasso, called "The Miracle of Sargasso," took place, and the rest was history.

He had earned the title of being the most aggressive leaders out there, his tactics, such as space based guerilla war had revolutionized warfare and had allowed the UNSC to fight the Covenant on its own terms before it was able to fight on an even scale.

Many likened him to being a General Patton in space.

The name fit.

He got into more disagreements with his superiors at HIGHCOM and with Lord Hood that he had nearly been thrown out on three occasions.

However his record and sheer tactical brilliance as well as several publicized heroic actions such as his holding action during the 1st Battle of Midguard where the _Warhound_ was boarded by Covenant forces and he personaly helped Marines give them the boot, fighting side by side in his medal adorned uniform with two Ivory Plated M6Ds in his hands, blazing away.

It was one of the reasons he was so adored by the general public, though he still in his own words, "Didn't give a damn about rules that don't effect our safety or the outcome of battles."

Hence the lit cigar.

Though John found him to be a total polar opposite of himself, he being a strict adherer to rules while the Admiral still most likely had a warrant out in some county in Texas or Oklahoma; he could not see him trusting any other superior anymore than him, the only exceptions being Chief Mendez, the Late Captains Jacob and Miranda Keyes, Admiral Cole and Lord Hood.

"Ah how is it going John?" he asked as he stuck out his hand, which John immediately took.

"Good sir. You wanted me to report in?" John asked.

"Yes I did." the admiral replied as he folded his arms.

"I want to know what you think about this war. We will be outnumbered basically three to one and that will be the norm for the conflict. How do you think we should go about winning this war or ending it? Though you know my personal opinion, I would simply glass them back to the stone age but apparently that's frowned upon these days." he added sarcastically.

John couldnt help but let a small grin escape as he answered, he had been thinking about that very same question in the observatory.

"Sir I would suggest we make an example, show them that though the UN may be small compared to the Republic, we can beat them around wherever we want to and that we are a military superpower not to be messed with. A deceive victory against this armada would go a long way in proving that point, especially as we are the smaller force. I also can make a reasonable conclusion that some of their Jedi will be in that Armada. Now in clearly this "force" of theirs is only a religion and their powers are as our scientist believe to be the result of psionic powers, which are possible as we have recorded incidents of this occurring; but if we defeat them, and preferably publicly, this cult will loose its true power, the support of the populace."

Gregory cocked his eyebrow as he asked, "John I haven't known you to tell me our opinions on things unless I have to order your 1 ton ass to do so, why are you so against the Jedi?"

John though it over and he was suprised himself that he had said that , but it was his true feelings.

"Sir, as we have studied the Jedi we have fount their history to be an endless cycle of peace brought about by harsh or absurdly strict rules, which make them blind and disconnected to the galaxy around them, leading to some of them to go rogue or as they say "turn to the darkside", either in selfish attempts to control more power or in some cases to clearly attempt to bring about peace albeit in ways that are sometimes harsh but their goals are sound, these methods only being a reaction to the Jedi's own methods which usually end up being just as backward. These Jedi are a cult, nothing more, nothing less. And we can all look back into our history when religion was allowed to either dominate smaller religions or was granted to much control over the State. That is what the Jedi are, a religious Cult that more or less in being as they say, peacekeepers tot he galaxy, end up forcing their will upon worlds that more often than not do not use violent or extreme methods to make their voices heard. And the fact that the Republic wields them in a way and they allow themselves to be wielded in a way to empower the Republic show how wrong they are. They may think they are right, and sometimes they are, but you go to the farthest reaches of the opposite viewpoints like Fascism and Communism they start to be more and more similar."

The Admiral clearly agreed with him as he nodded, "Couldnt have said it better I think. You can relax while you can, we have two more days until we reach LRB5. You should be more than able to crush these Jedi nutcase aliens easily, just try not to make too much of a mess."

_**RNS Repulse **_

_**1 Day Till Arrival **_

_**Troop Quarters**_

Aayla walked down the corridors of the expansive troop bays of the cruiser.

She still could never get over how small they were, 4 x 10 rooms with a bed and a small overhead compartment for the little personal belongings clones were allowed to have made even her claustrophobic.

As she made her way to her destination clones nodded their heads or saluted her.

She replied in kind but military life would never be familiar to her.

She came upon one of the lounges in the quarters, and found Commander Bly sitting at a table watching some holo news channel with a look of disgust on his face.

Aayla was surprised that they were even receiving channels out this far, but as she sat down next to Bly she stole a glance at the screen.

On it were two news reporters, a Bothan Male and a Toguran female debating the upcoming war with the UN that everyone knew was coming, they just had kept secret when it was starting and where.

"_We all know that the UN will be lucky to survive a year at war with the Republic. They use outdated technology and we have a half a million worlds and systems at our disposal." _The Bothan argued.

The Toguran shook her head, "_I have to disagree. We saw what they can do during the Kashyyyk incident and from what we know of the Covenant War they have faced enemies far worse than us. Just because their technology might not be flashy does not mean it is not powerful. And plus most of their worlds are highly industrialized and well defended whereas we all know that thought the Republic may be equal, it still is focused on several dozen systems and worlds . The UNSC is extraordinarily large for the size of the UN. It may be small but I fear that it is a proverbial fortress. We will take a great many casualties in defeating them."_

"If we even beat them.." Bly said in a low voice as he turned his attention to her.

"Hey Bly" Aayla replied as the screen shut off.

"What are your thoughts on all this?" she asked, though she knew she could simply just read his mind she found using her powers like that to be a perversion.

"This whole ordeal will put a crimp in our kryffing day, to put it simply." he replied bluntly.

"And you?" he asked.

"The same I'm afraid."

The Clone leaned back in his seat as a couple of other Clones took a seat at one of the couches in the room.

He leaned foreward, "And if I can guess correctly the Jedi dont know the answer either."

Her leeku twitched as she nodded, she took offense when people said that Clones were nothing more than tools, they generally seemed to always be the one who knew as much as anyone, but they would rarely tell you.

"What is you role in this upcoming battle?"he paused as he cracked his knuckles, "I wasn't assigned to you this time."

"My duty will be to lead the starfighter contingent, Shaak Ti's will be to assist the battle on the small colony they have there and Jax's..."

"Will be assigned to be the pompous ass that he is. I dont know how he became a Jedi." Bly interjected.

She couldn't help but laugh at that.

"He will be assigned to lead the attack on the UNSC's starbase they have there." she finished.

The two were beginning to strike up a conversation about the state of the CIS when the two clones began to play a loud thrumming melodic music from a personal data computer.

She had heard that before from somewhere but she couldnt quite...

"Ah Flip music." Bly exclaimed, "I love that."

The Terrans, even though they excluded themselves for the most part had been very successful it exporting their media and parts of their culture to the galaxy at large. It was becoming a common sight to see trinkets of Terran culture on Coruscant, especially their interesting and catchy music. It had especially caught on with the clones.

"Ironic that we are about to go to war."

_**UNSC GUARDIAN Sensor Station 230**_

Sitting in the middle of deep space on the border of the UN was one hell of a boring job to put it lightly. And only being in the small station the size of the International Space Station on display over Earth with only three other people on station for the tour duty of a month made you really bored.

The stations didnt need to be manned really, however they were stationed on the outposts as a precaution to keep sensitive data and navigational charts out of enemy hands.

Though the Republic had been told of the location of Earth when contact was officially made and they did know where several other inner colonies and Reach was, most of the UN was unknown to the Republic, as such the Cole Protocol still took effect as the UN, and Sangheilli for that matter, had cut off contact and ties with most of the galaxy before the UN officially opened up to trade when relations froze over.

One of the Sensor officers leaned lazily in his chair as the hyperspace and slipspace sensors detected nothing, the threat board was clean, but it wouldn't be for long.

The range of the gigantic scanners was by itself 500 light years, and when coupled with the other 500 such stations, the entire border of the UN was watched at all times, essentially a good chunk of the orion arm of the galaxy.

With the UNSC standing at DEFCON 2 the Guardian sensor net was on full alert for the expected Republic fleet reported to be launching.

And it was only to be the first of many to come.

So when the threat board lit up like the skies of Earth, Reach , Mars and the other colonies on Victory Day celebrating the end of the Covenant War, the man at his station immediately sat up and called to his officer as the AI came to life at its pedestal.

"Sir we have incoming Tangos, the Grid is hot repeat Grid is hot."

The AI immediatly patched him through to HIGHCOM on Reach, the slipspace communicator would take an hour to reach that far thanks to being in the middle of nowhere, so it would give them at least a day of warning as the least.

"It appears to be the fleet the was reported at Taris, profiles read as 250 plus contacts. Reads as follows, 10 India Class Heavies, 45 Victor Class Mediums, 70 Raven Class Mediums, 100 Alpha Class Lights, and 30 Auxiliaries."

As the report of the direction of the fleet came through the man nodded, "Vector is confirmed, Alpha Rendara system."

_**Long Range Base Five**_

_**Alpha Rendara System**_

Lance Corporal Fredrik LeClerc followed the line of Marines heading towards the armory and their assigned weapons locker.

"Man I can't believe the Republic is attacking us." grumbled his fellow squad member Rance Aurbach as they went to the expansive armory which was filled with Marines putting on their reactive fiber suits and their armor.

Fredrik, a 23 year old from the Inner Colony world of Morellia in the Beta Durandal system, had joined the corps to both pay for college and for the fact that he like many other men and women his age that grew up in the later half of the Covenant war had developed a strong sense of duty for humanity and as a result of swelling nationalistic pride among the youth which had skyrocketed after the discovery of the CIS and Republic. He wanted to after he was done with his five years, two of which he completed, to finish college and get his masters in linguistics and wok for ONI.

However he like the other Marines stationed on this base were anxiously awaiting the arrival of the Republic fleet.

He and every other Terran had been excited about the discovery of the rest of the Galaxy, but that had quickly turned to suspicion and then anger at the Republic, both for starting the Clone War which had left billions dead over a stupid political power struggle and for the disgusting use of Clones to fight their wars. Now they wanted to invade the UN for trying to keep the entire galaxy from falling under the rule of a Chancellor who was so obviously a dictator with a different title.

They were not going to allow it to happen.

The 77 UNSC ships already stationed at the border base had grown to 80 ships, a rather good sized fleet, and when he like everyone else found out that the last arrival was none other than the _Warhound _itself they became ecstatic,

That soon only became a second thought when the Master Chief himself had come aboard the station with Admiral White to discuss with the base's commander, General Hudong ,about the defense of the base and the small colony in system he had been one of the lucky few to actually see him when everyone had clamored to fill the landing bay without getting in the way.

He was here, an actual honest to god Spartan!

He had walked in step next to the Admiral when they left the Pelican .

He was just how the vids and tabloids had shown him when he had walked out of the ruins of _Foreward Unto Dawn _with the Arbiter after it crashed in South Africa after exiting the Portal.

Power had radiated from the man, and though he did have his helmet on he had almost received a dose of confidence himself just from the Master Chief.

There was no way they could loose this battle now.

He spent the next 8 minutes putting on his M-51 armor piece by piece until he was finished, the titanium and ceramic armor plateswere in place and the carbon fibers in the suit formed around his body to mimic his movements adn amplify them.

After he finished putting on his armor he began to put on the most complicated part of assembling the armor, placing the double fist sized shield generator on his back plate.

After finishing putting on the armor, which as it came to life the color shifted to the traditional tan with a hint of bronze which was only accented by the slight shiny sheen of the reactive ablative coat meant to help disperse energy weapons fire, he placed the traditional Marine helmet on his head as the silver visor depolarized as the HUD came to life, showing the helmet's built in Rader, Motion tracker, IFF, targeting systems and radio set as he walked to one of the expansive weapons racks.

"How long do you reckon this war is gonna last?" Rance asked as he grabbed his standard issue M6 Pistol and his BRM Gauss Rifle as he was one of the Squad's three Marksman, and a M90 Shotgun.

Fredrik did the same as he grabbed his M6 and his assigned MA6 and a M90 shotgun, strapping the latter unto his back as the magnetic plate latched it on, and two frags, a flashbang and 432 rounds for his MA6 in 12 ammunition strips.

He loaded a 13th into the assault rifle as he quickly pressed the chamber release on the right side of the butt, (an action that could be done with the thumb ) and as the very last inch and a half of the butt of the weapon slid down far enough to reveal the three barrels he slid in the tri sided ammo strip, pressed a small button on the disposable plastic strip, and pulled in out and tossed it away, loading 36 7.62mm armor piercing rounds as he pressed the loading button again and the butt snapped back into position as the ammo counter on the digital screen of the weapon read 36.

All of this was done in under four seconds, Spartans could do it in as little as two.

He pressed the safety on as he put the weapon on his back.

He and Rance nodded as they finished and walked over to the rest of the members of the standard 14 man squad, the Fourth squad of 6th Platoon of the Battalion of Marines stationed here.

The leader of the squad, Sergeant Rawlings, waved them over as his scar he received from the last battle of Earth showed in the light as spoke.

"LeClerc, Aurbach. We are to remain here until we recieve orders to stand down or to deploy to battle, until then we remain on standby.

"Great," mumbled Frank, the squad Machine Gunner as he hefted his MGS-953 SAW.

"How long will this last?" Mumbled Ally, the squads sniper, who was trading in her weapon for an AA-22, her sniper useless in close quarters of the station.

Just then as if on que the loudspeakers came on.

"_Attention! Attention!"_

All of the 900 Marines present on the station snapped their heads up.

"_Republic fleet has just appeared in system at the 6th primary of the Alpha Rendara Prime, fleet will move to engage. Man Battle Stations! Repeat, Man Battlestations! Prepare for hostile boarding!"_

_**UN Colony World **_

_**Ceina **_

_**Aplha Rendara System**_

_**UNSC ARMY/MARINE BASE**_

Sergeant James Taylor cursed as the sirens began to wail at the base and the large colony homestead.

The arid world was about to be under attack.

The octagon shaped base which was host to ten thousand active Army and Marines and two armored Companies.

And he was running to his Grizzly II MBT parked in one of the vehicle bays of the base.

As the commander and gunner of the two crewman war machine he jumped into the hatch near the side and used his neural uplink to activate the 60 ton beast.

Its controls lit up as the viewscreen came to life, giving him a 360 degree view as the weapon systems came online, one by one until finally the 130 millimeter Gauss cannon came to life, all 100 rounds ready to be fired, 20 canister shot, 20 high explosive, and 60 tungsten penetrators.

The side hatch opened as his driver Peter Summers, a veteran of the Covenant war like himself,, turned on his viewscreen and ignited the engine, which roared to life.

"You ready for this?" he asked calmly as he flipped the last switches to allow him to have complete control.

"Lets wipe the earth with these fuckers." Summers responded as he gunned the engine and the Main Battle Tank rumbled out of the vehicle bay, following the line of tanks , Cougar IFVs, Wolverine Anti Air Vehicles and Fox Self Propelled Artillery rolled out of the base as Hawk Gunships began to take off from their pads.

Marines pilled into Pelicans and IFVs as Army Infantrymen loaded up into Tilt rotor Falcons and headed towards the settlement to defend it from attack.

_**UNSC Warhound**_

"Sir the enemy fleet has just jumped in system. Registering over 250 contacts. They jumped in near the 5th primary pf the system. Accelerating towards us." the radar operator called off as the AI, MacArthur , whose avatar was more of less a perfect copy of the famed WWII American General, confirmed and turned to Admiral White as the call to Battlestations rang throughout the ship and the fleet.

"Range?" he simply asked.

"Two million miles and closing, will enter accurate targeting range of our Anti Ship grade Pulse Lasers at one million miles." MacArthur replied.

"Have the fleet form up around us, keep us between the base and the Republic fleet. Launch our fighters but have them stay out of the way for now, with all the weapons fire being thrown around they will have to attack from the sides. Have our Longsword bombers loaded up for heavy anti shipping duties, full load of nukes. All fighters are to be loaded up entirely for keeping space superiority and interception duties. All weapons charge to max power, and begin acceleration at 120 Gs towards enemy fleet, they can come to us and hold off on our Pulse Lasers, against ray shields they wont be of much use when facing capitol ships unless we fired several concentrated salvos." the Admiral called off as the Master Chief entered the bridge.

"Plus taking them by surprise with our MACs will be better."

"Sir." John saluted, he was loaded up with a MA6 and a Spartan Laser, both strapped to his back as he saluted the Admiral, who promptly returned it.

"John I dont have a job for you right now. The bastards are most likely going to attempt to board the station and land troops on the colony. However much I know you want to be in the thick of it I need you to ..."

MacArthur turned to him , "Sir we have an incomming message from the Republic flagship, the _Resolute_, it appears to be Admiral Yularen in command, shall we respond?"

White nodded as he turned to the viewscreen, and the image of a Republic Admiral in a grey uniform came on the screen.

_**RNS Resolute**_

Immediately after the ship and the fleet left hyperspace the bridge of the _Resolute_ went to overdrive as the officers and the crewmembers began informing the Admiral of the status of the fleet and the enemy.

The fleet had exited hyperspace near a greenish gas giant , and was currently moving towards the UNSC base which came onto the scanners as the fleet moved away from the slight interference of the gas giant.

Aayla was standing next to the Admiral along with Shaak Ti and Jax, the Admiral giving orders for the fleet to form into two large wedges as the UNSC fleet came onto the scanners.

The scanner operator called out from his post in the pit of the bridge, "Admiral we have 80 enemy ships on screen. They seem to be moving to intercept."

"Dont they realize we outnumber them three to one?" Yularen mumbled as he turned to the closest officer, "Put them on screen."

Aayla looked at the holo screen as the profiles of 80 UNSC ships came onto the screen.

Unlike ships of the Republic or the CIS, the UNSC warships seemed to be built for one thing, battle.

They had few attractive lines, and with occasional boxy looks some of them looked almost ugly, yet they all had a look of a true weapon of war, they looked rugged and optimized for war, any attractive lines were by accident as they looked more for getting the job done than looking good in parades. She was aware of some of their ship's profiles, which seemed to be their smaller warships, but their larger warships were massive beasts of armor and weapons.

Five of their large battlecruiser analogs were as large as the Imperators, and though they seemed to be a more streamlined look than the other smaller cruiser analogs which were the size of Venators, but these were overshadowed by four massive ships which were easily 3,000 meters long that intelligence believed to be carriers, however unlike the carriers they were used to these were just as capable if not more capable of charging into heavy combat by themselves.

But it was one ship that was clearly stood out from all of them.

It wasnt the largest vessel in the fleet, about several hundred meters shorted than their carriers, but unlike the carriers it was covered in nothing but armor and weapons ports and looked downright menacing. Its position in the middle of the UNSC's three diminsional pyramid formation clearly made it seem like the flagship.

_"_My lord that thing is huge." Aayla mumbled as the ships came closer to each other .

The UNSC base came into view, and it was undoubtedly ugly, with large modules attatched together and formed around a large central module that could easily fit an Acclamator , and behind it came the UN colony world.

It seemed to be an arid world, with vast praries and large dry grasslands and a few bodies of water which came to view as the opitcs and telescopes zoomed in.

It was clear that the world was still developing, evident in the fact that the poles were covered in far more ice than a planet in the orbit of a class M star would have, which pointed to one thing.

"It seems our reports were true that the UN is terraforming this world. It still amazes me how they are able to it do so quickly."

If Wolif showed any sign of questioning his orders to attack this place then he didnt show it.

"Hail that lead ship." Wulif simply commented as his eyes danced over the reading from the UNSC fleet.

Aayala couldnt help but notice that they had unusually low power readings, some would say it was due to them being underpowered but something told her they were able to mask their energy signatures, something that would give them an advantage as an opponent would not be able to read if they were preparing to fire or not.

"Lead ship is online, establishing feed." the comm officer called from his position in the pit.

The holo screen came to life as Aayla, Shaak, Wulif and the rest of the port side bridge crew looked at the screen.

On it was the bridge of the UNSC dreadnaught, which was for the size of the ship was surprisingly small, about as large as those on a cruiser. However its dull grey interior was offset the mired of holographic screens and crew officers at their stations, something she couldnt help but observe was how few there were, only about thirty, whereas tbridges of the Venator had 60 apiece.

Standing in the center of the screen was a surprisingly muscular and broad shouldered man with an slightly olive skinned face which had a scar on his left cheek. The man wore a perpetual scowl and a white uniform which was far more decorative than those of the Republic, and it was flowing with medals and ribbons. On top of his head he also wore a white cap with a short black bill that had the emblem of the UNSC on it with its unique bird of prey clutching the Terran homeworld Earth in its talons and its wings outstretched, incrusted in gold.

The man also had a large pistol holstered on his side, but the man's brown eyes held both a mix of experience and a glare that could kill.

Behind him in what was most likely a captians chair sat a man with darker skin and wore a less ornamental uniform, he wore a look of cool contemplation but she saw the burning hatred in his eyes too.

However stranger still was the figure that stood on the UNSC's Admiral's right and behind him.

The figure was massive, and it was covered in advanced and powerful looking green armor with a helmet and full golden reflective visor that his its face.

On its back were clearly weapons, a UNSC Assault Rifle and a large support weapon of some kind.

She could sense something about it but she could not place..

"_Wait when reading about the Covenant it was mentioned that there was a group of soldiers that were powerful enough to stop whole Covenant armies alone, Supersoldiers they called them, even the Sangheilli mentioned them, particularly one named the Master Chief that almost single handedly ended the war himself. Could this be one of those Supersoldiers?" _She thought to herself.

Wulif Yularen spoke up.

"I am Admiral Wulif Yularen of the Republic Grand Fleet. I under orders of the Chancellor of the Republic and the Senate am to attack your base here. I have to bring you the message that the Republic will not stand lightly with the UN's meddling with galactic affairs any longer. You have made yourself an enemy of the Galaxy and..."

The UNSC admiral cut him off.

"Listen you asshole, The UN can take whatever actions and sides it wants if it means preservation of itself. We are a sovereign nation. I find it ironic that for a government that can boast of the peace it has brought to the galaxy, you have stared the last two wars, the Clone Wars and this one. You are under the rule of a dictator and dont even admit it. You and the Jedi start more conflicts than finish them it seems, and that you believe you can set yourselves up as the policemen of the galaxy and enforce your will on others is a disgrace. Your presence in this system is declared a act of war, but we have been expecting you here for days now, hell we knew when your fleet launched from Taris the moment it entered Hyperspace, your security is a wet paper bag you know. However I will give you a warning, you leave now and we will not start killing you."

"You are outnumbered three to one." Yularen calmly pointed out.

"Like that matters." The man countered, "We will show you how real war is fought, and when it is over your armies will burn, your slave soldiers will be set free and the Republic will be in shambles. This is your final warning."

The screen cut out.

"Arrogant chap isnt he?" Jax noted.

Yularen turned to the crew, "That's it then. All ships close to engage. Have all fighters prepare to launch."

He turned to Aayla, "I may not be able to sense the force but I fear that this will be a difficult battle."

_**UNSC Warhound**_

"All weapons charged, MAC capacitors throughout the fleet are ready, our Energy Projectors are charged and the Particle Cannons are at 100 percent. We are nearing optimal range of our MAC systems at 180,000 kilometers, our targeting systems will have a lock in fifteen seconds, all Falkens and Longswords are away and have taken up a flanking position, they are holding for now." Captain Haithum reported as Gregory tapped his foot in impatience.

"Sir you were saying that my mission would be..." John asked , reminding the Admiral.

"Yes John sorry. You saw those three Jedi and the Admiral correct? Odds are one of them will most likely be on the ship throughout the battle as an observer as well as that Admiral. After we duke it out I want you to board that flagship and attempt to take that Admiral prisoner, or at the very least kill one or two of those Jedi. It would go a long way in demoralizing them, not to mention the intel we can gain."

The Spartan II Commando nodded as he replied simply, "You need me to use a Booster Frame?"

"Yes, we have a couple onboard just for you Spartans, and It would be perfect if you need to blast your way in there."

"Sir." MacArthur called out as the AI's color flashed to red for a second, "The enemy is in range and we have a positive lock throughout the fleet."

Admiral White sneered.

"Fire."

_**RNS Resolute**_

_**"**_Sir we will be in optimal extended range for our Heavy Turbo Lasers at 80,000 kilometers in a minute and thirty seconds the weapons officer called out as Yularen nodded.

Though technically speaking the DBY Heavy turrets could attack targets much further out the fact that the targeting computers could not establish positive locks and that at that range unless put at full power they took a lot longer to destroy enemy warships as most warships of the galaxy used massed weapons strikes to destroy opponents with a combination of heavy turbo lasers and lighter weapons to overwhelm shields meant that it was not common practice to engage at long range, to do so would mean all power would need to be shunted to the Heavy Turbo lasers and though they would be far more powerful, they took longer to fire, and with longer ranges added in accuracy counted much more. Plus at ranges like these it was not unheard of for ships to be able to dodge blaster cannon fire, though it was rare and only smaller very manueverable ships could do so.

"Sir! Energy levels in the UNSC Fleet have skyrocketed. They are about to fire!" a bride officer frantically yelled.

"From this range? How can they get a positive lock and accurately hit a moving target, we still need to be at around 80,000 kilometers for optimal range." Yularen asked out load.

"Enemy ships firing!"

Aayla looked on the holoscreen to see energy coalesce for a split second on the bows of the UNSC ships, some with one ball of energy and others with several, the dreadnaught with four; before a yellow streak of light shot out from the enemy ships.

"127 large projectiles incoming in six seconds! " The sensor officer screamed as Yularen shouted.

"Go evasive.."

The Admiral didnt get to finish his sentence as the MAC rounds slammed into the Republic fleet after six seconds.

The result of 600 to 900 ton tungsten shells hitting the fleet at 1/10th the speed of light was catastrophic.

The smaller Acclamtors to get hit had their shields simply penetrated and ;arge portions of their hulls gutted by the MAC rounds which hit with a force of 1.17 terratons, one shoting many of the smaller ships or mission killing them, their broken and shattered grey triangular hulls becomming large debris clouds.

The Victorys fared only somewhat better, as some had their shields depleted by one round only to get hit with another, either tearing off large sections of the ships, gutting them or in the case of the Victory Cruiser nearest to the _Resolute, _having its tower bridge sheered off, leaving the ship dead in space with no control, it inertia keeping it moving all the same.

The Venators an Imperators fared better, as it appeared that it took two clean hits to destroy the shields, though in many cases it seemed that the Venators and Imperators were intentionally singled out as several simply received two rounds or even three, leaving seven Venators destroyed outright, either shattered or gutted, three more so badly damaged they were in need of being evacuated, and 2 of the Imperators destroyed.

Even the _Resolute _was hit by one round which slammed into the ship with such force that the shields dropped to a dangerous 20 percent and shook with such force that everyone was thrown to the deck, warning klaxons blaring.

"What in the hell did they hit us with?" Yularen got up as Aayla helped Shaak Ti off of the deck.

The weapons officer climbed back into his seat and strapped his crash webbing on, "S...Sir it appeared to be very large and dense projectiles that were accelerated to a large fraction of the speed of light, an advanced Mass Driver of sorts."

Yularen cursed, "What are the casualties?"

"Dear God.." the officer muttered, " We lost 42 ships in that attack sir. 21 Acclamator Assault ships, 12 Victory Cruisers, 7 Venators and two Imperators."

At that Aayla felt the lives of those lost through the force, thousands upon thousands of souls dying.

This is what they had been talking about with real war.

Thankfully Yularen was not going to allow the looses to effect his leadership.

"Have all ships shunt all power to their heavy turbo lasers and focus all shields foreword."

"Aye Aye sir." the officers immediatly responded as a wave of ARC-170's shot by the twisted hulk that was once the Venator Star Destroyer _Basilic_ , its momentum keeping it in pace with the fleet all the same, though it was breaking up with secondary explosions ripping through it.

Yularen simply grunted, "Range?"

"145,000 kilometers."

Aayla could sense the panic and fear that tinged the crew's thoughts, though with military training they shoved it aside and ignored it.

Looking out the bridge window she realized how used she had become to being able to see the starships opposing you in battle, as against the glistening backdrop of space there were no signs that their was someone trying to kill you at all, the battle for now was taking place far out of range, and the Republic had yet to get a shot in.

Then as she was looking out at the location of the UNSC fleet, the force warned he of yet more danger, as suddenly six bluish and fine beams of light and energy, not a foot across, reached out at the leading ships of the fleet.

Two of the beams struck one of the leading Imperators, the _Casbonore._

The first beam which was traveling at least half the speed of light hit slammed into the _Casbonore_ , immediatly depleting its already weakened shields as one of the shield domes blew out from the stress.

That left the second beam which hit a second later to slice into the ship, burning through armor in nano seconds and holing the ship , the rear engine block exploding outward as the reactor went critical, blowing the mighty warship into thousands of pieces.

Before the shock of what just happened had settled in the other four beams struck three other ships.

Two sliced trough a Venator and the others a Victory and an Acclamator, all of them either exploding or in the case of the Venator the lethal radiation from the beam immediately killing all on board as well as turning the ship into an oversized paper weight.

_**UNSC Warhound**_

"We have four more kills, Energy Projectors on the _Warhound_ and the carriers are recharging, will be ready to fire again in five minutes." MacArthur called off as Gregory began to strategize his next move.

He had to keep out of a close range fight with them, as his fleet would get torn apart and the Republic ships were optimized for close quarters, but at the speed at which the two were closing it would be impossible , he would have to get off at least one more MAC salvo, at which point the Republic if they shunted the power to their larger turbo lasers would return fire at a much faster rate than his slower but more accurate and powerful Particle Cannons could fire.

After the last MAC salvo he would split the fleet up into two groups to split their fire, one going "up" on the Y-axis above the Republic fleet and one below, running a guntlet of fire while he did the same, focusing power to his PCs and launching volleys of Archer missiles.

The two fleets if they kept up their projected courses would turn back around on each other to try and fire on their opponents rear, it all depended on who could do it the fastest.

However due to the nature of the Republic's main capitol weapons his fleet would be under fire almost immediately after, meaning he couldn't engage in a turning fight unless at longer range.

However he knew the Republic would use the oppurtunity to engage the station as it would be defenseless save for the fighters and its own weapons for the time it took for him to double back.

He saw a solution however.

He would use the fighters and bombers to harass the Republic fleet to the point to where he would then use the fourth primary planet of the system, a large blue Gas giant called T7 which he was approaching , to slingshot himself around and turn around faster, coming out of the turn at a higher speed to where he could have a clear shot at the Republic no matter where they were unless they made the mistake of following him, which was what he wanted them to do.

The more he spread them apart the easier it was for him to pick apart the fleet and make up for his numbers.

He just had to do enough damage to do so.

"MAC guns at 70 percent charge. ready to fire in ten seconds "

_**Resolute**_

The decks of the ship shook as its engines were pushed to the redline as it closed the distance to those responsible for the deaths of thousands of Republic sailors and troopers.

"It was some sort of particle beam that was highly fine and traveled at half the speed of light." the weapons officer called to Yularen.

"Does it have a weakness?" he asked as the heavy turrets charged to their full power and rotated to meet the coming UNSC fleet, which was now a gathering of twinkling lights 81,000 kilometers away and closing fast.

"Yes sir, due simply to the nature of those weapons it takes a long time and a large amount of power to charge up and fire, and as they appear to only be on the largest ships they are not our main threat."

"Our turbo lasers are almost within range, will be ready to fire in ten seconds." the captain called off.

Yularen clenched his fist, "Have the fleet fire all at once in concentrated volleys."

"Entering range in seven , six, ... enemy fleet firing!"

Again 127 MAC slugs slammed into the fleet, gutting more ships taking even more out of the fight in fantastic displays of raw kinetic energy.

However thanks to Yularens orders to focus the shields to the front only 32 ships, 18 Acclamators, 10 Victorys and four Venators were destroyed , leaving the fleet's strength at 147 ships.

Yularen finally lost his cool and calm composer, evident as Aayla felt raw anger and hate brew up in his mind.

"Fire!" he all but yelled.

Hundreds of large bright bolts of green energy, plasma and light shot out from the Republic fleet.

It took nearly four seconds to hit the UNSC fleet, which to its credit split into two groups of 40 ships apiece just before impact.

Though some of ships volleys missed due to this, the overwhelming majority of the bolts didnt.

The UNSC's shields, which unlike those of the rest of the galaxy were believed to be a combination of ray and particle shields, somehow using hot and cold plasma, arranged in thousands of connecting octagonal sections similar to a bubble shield but in a ovalish spheroid shape around the vessel , were more powerful than those of the Republic, that was for sure, as they were built to take hits from Covenant weapons.

However they could only withstand so much power.

Each turbo laser bolt carried at least a hundred megatons of power, and the shields of the UNSC vessels flared brilliant gold as they struck.

However they only held out for so long as ships began to lose their shielding and were pounded by the others.

The lighter Frigates and Destroyers took most of the damage, their shields lighter they gave out faster.

Ten frigates simply exploded as the bolts pounded through the thick and durable armor to devastate the interior of the ships.

The heavier Super Destroyers fared better, their thicker armor lasting longer, but still five destroyers either were holed, spun out of formation belching flame or shattered.

The cruisers and capitol ships were all intact save for a Marathon who fell victim to two of the surviving Imperators, both focusing all their heavy turbo laser's volley at it, its center blown open by over forty direct hits after its shields failed, secondary explosions cascading from it as it spun away on a wayward coarse, escape pods launching from it.

The crew of the ship cheered as the next volley began to charge.

Then the UNSC fired back with hundreds of red bolts which were longer than turbo laser bolts, the red beams slamming into the fleet with terra joules of power.

The enemy was concentrating its fire on only a couple dozen ships at a time, which left eight more ships, this time three Venators, two Victorys and the fourth Imperator nothing more than burnt and twisted hulks.

The eighth ship, another Acclamator, had clearly fallen prey to the UNSC flagship, its no less than 34 of those weapons bringing down its shields and turning its bridge and engine block to garbage.

The enemy flagship was a monster which was going to have to be taken down to win the battle.

"Next salvo firing!" the weapons officer called as the fleet returned fire again, the battle becoming nothing more than trading punches.

After the wave of green bolts hit the enemy fleet, now clearly separated into two groups which one was going to pass over the fleet and the other below, 12 more UNSC ships were killed, turning into fireballs or broken shells.

Yularen cursed as he figured out that due to the simple design of the Venators, Victorys and Imperators, the fleet passing below his was only receiving a couple of volleys, mostly from the Acclamators.

"Have fleet spin on their ships axis to bring their weapons to fire on both fleets. And ready the fleet to fire all of their Concussion missiles at once." Yularen called.

The weapon's officer carried out his orders but in a sense of wonder.

It was strange for that many concussion missiles to be fired at once in battle.

It would however bring the end of this bloody battle faster.

_**Warhound**_

"Dammit we cant get this close to them they are chewing us apart!" Admiral White cursed as he slammed his fist down on on one of the computer stations as another volley of turbo lasers slammed into the now unshielded side of the Warlock Battlecruiser _Edge of Darkness, _which began to shudder as turbo lasers began to eat away at its thivk armor belt and to prevent one side from taking too much damage the 1500 meter warship rotated to even out the effects.

The enemy fleet was wisely twisting as to bring its full firepower to bare on him as his fleets would soon be throwing broadsides at each other to make up for the lousy placement of their main cannons.

And when that happened it would get nasty.

His fleet sent off another full volley of Particle Cannon pulses which did take another two Republic ships down, but as they fired slower the Republic would soon fire back.

"VAMPIRE! VAMPIRE! Enemy fleet launching wave of missiles!" The weapons officer called as nearly five hundred missiles began to swarm the beleaguered UNSC fleet.

Admiral White did however cock his eyebrows at the small number of missiles they had fired, as well as how much slower they were than his own Archers, which had just achieved their own lock on.

Little did the Republic know but the UNSC ships were if more than anything over-equipped to deal with such a threat, though they had little use during the Covenant war due to the nature of the Covenant's weapons they still knew how deadly missiles could be, even the Covenant did, as their ships were also equipped to deal with such threats.

As the missiles neared their targets, each one receiving at most a dozen missiles apiece, the 50mm CIWS Point Defense Turrets came online and in under a second swung around and began tracking its targets, aided by the AI's on the ships.

Once the missiles closed the distance to 50 miles out, mere seconds away from hitting their targets, each dual turreted cannon began spitting out 4,500 50 mm Armor Penetrating/ Flak rounds a minute with pin point accuracy, filling the space around the UNSC vessels with thousands of tiny explosions as the rounds either scored direct hits, shattering the missiles, or the exploding flak casing of the shells took them out.

As fast as it began it was over, the CIWS stopped firing and the Republic missiles were gone, not one made it to their targets.

"No loses sir." Captain Haithum informed Gregory as another of his Cruisers took a beating from a broadside of laser fire.

"Fire ALL of our Archers, pods A through Z, then have the fleet follow suite after we do." he snarled.

_**Repulse**_

"Not one made it through?" Yularen asked as the ship vibrated again, sending out another burst from its cannons.

"No sir not one. The point defenses on those ships are something out of a fighter jockey's nightmare, they were large and very rapid fire cannons that have an accuracy thats unheard of. They took down our missiles in under two seconds. " his officers informed.

Yularen huffed, "Bring us about and..."

"Sir a MASSIVE amount of missiles launching from the enemy flagship!"

"On screen! Point defenses up now!" Yularen barked, him turning around fast enough to make his cap fly off.

The sides of UNSC dreadnaught seemed to disappear in a sweeping line of flame and smoke before one thousand missiles began screaming at the fleet.

"Holy makers..." Yularen gasped as the missiles closed at frightening speeds.

The 52 point defense weapons on the Venators then opened up, complemented by the smaller flak guns and lighter laser canons, all of them opening up on the missiles heading straight for the fleet.

It was one hell of a light show as thousands of laser bolts the fiery plumes of incoming missiles filled the sky.

Missiles began to fall by the dozens from laser fire or lucky flak shells, but the sheer speed and number of missiles, complemented by the simple fact that because missiles were not the primary weapons of ships of most of the galaxy, dedicated counter measures and defenses were only partially present, the Imperators only having 60 dedicated point defense weapons, though it was partially made up for by the sheer number of weapons it could bring to bare.

By the time the struck 300 of them had been shot down.

Three of the missiles slammed into the recharging shields of the _Resolute_ , which held but none the less shook the ship.

Several of the smaller Acclamators took damage, and one Victory had 200 meters of its bow blown open by three direct hits.

"More missiles incoming! The entire fleet is firing!"

Yularen looked at the sensor screen and felt his jaw drop as the screen couldnt even depict how many were coming accurately at the fleet, it turned into two large walls of white targets.

Every weapon the fleet had began to fire as fast as they could , even passing starfighters began to shoot them down, but they kept comming, and with their speed there was not much time to react.

The saturation strike began to rain down on the fleet as the Archer missiles slammed into either hulls or shields and detonated their shaped charge fusion based warhead with three times the power of a 21st century MOAB bomb, nearly approaching half the power of the Hiroshima bomb.

It was chaos as ships shields began collapsing from over a hundred hits, only to suffer nearly a hundred more which blew off armor and turned surfaces of ships into craters.

Four more ships went off of the screen as the bow shields of the _Resolute _took thirty direct hits and collapsed, the next swarm of missiles screaming in after that as hundreds of laser bolts shot at them or hit them trying to keep them away from the flagship.

Dozens stuck the grey and red hull of the Venator, the armor taking most of the damage but only so many hits it could take. Several decks began to become exposed to space as one missile slammed into the lateral hangar doors, damaging them enough in a fiery explosion that they were sealed shut.

"Hull breach on decks 11 and 2 in block 3 and 10! Sealing airlocks!" the officers screamed as panic rose in their voice.

"Three missiles incomming directly at the tower section!"

Yularen spun around to the window to see the dedicated point defense turrets for the bridge areas firing as fast as they could, immediately knocking two out of the sky.

The remaining missile had been at a vector that was going to bring it straight through the gap in the shield before it could close.

Yularen gasped as he realized what they were heading for.

"Its going to hit the starfighter and flight ops bridge!" he yelled as the missile blew through the stream of anti missile fire.

It was too late.

The Archer Missile hit the flight ops directly, even crashing through the windows.

Yularen was thrown to his feet as the fireball engulfed the twin bridge.

Smoke filled the command bridge as alarms wailed and the fire suppressant systems came online.

Coughing Yularen got to his feet.

The flight ops was now nothing more than a blackened and twisted ruin, the top "roof" of the flight ops bridge sheered completely off as debris began to float out of the ruin, and many of those were burnt and mangled bodies, many missing limbs or even their torsos altogether.

"Redirect the flight ops for our fighters to the _Executrix_. What is the status of the fleet?" Yularen numbly asked.

"We lost 4 ships, and nearly every ship received damage."

the officer chocked as he breathed in noxious fumes.

"Enemy fleet is still in targeting range of fleet, but we only have five salvos at best before they are out of range."

"Have all ships target at their own discretion, but keep course for the station and colony. However I do want thirty ships to break off and pursue the enemy fleet once they exit our range, we need to keep them off our backs." Yularen ordered.

_**Warhound**_

"Six confirmed kills. That bought us time, continue full broadsides with Particle Accelerators until we leave engagement range, we need to get them to break their fleet into two. Both elements will entire a slingshot orbit of the Primary gas giant T7, but one will enter at negative 30 degrees and the other at a positive 30 degrees relative to the planet and our current plane. Hopefully we can catch them in a pincer." Admiral White breathed as he informed the remaining fleet over the fleet wide intercom.

"Sir! Republic fleet commencing fire again!" Captain Haithum called off.

The overcharged strikes from the heavy turbo lasers of the enemy fleet pounded the remaining 52 ships with intense ferocity, including the _Warhound _herself as she recieved the attention of no less than two of the Imperators, a Venator and the enemy flagship itself which had recovered from its damage.

The ship rocked and groaned as the shields struggled to hold back the power of hundreds of megatons of firepower slamming into it while the ships Particle Cannons angrilly returned fire, bringing the shields on one of the remaining six Imperators harassing it down, the last two beams reducing much of its lateral surface near its bridge to melted and warped armor and cleaning slicing off one of the shield domes on the tower.

However the shields of the mighty battleship could not hold back all of the enemy fire, and several slavos made it through, but thanks to the immensely thick armor the damage was minimal, until one lucky turbo laser blast from the Imperator _Executrix _found the one of the dual Particle cannon turrets, turning it to slag as a large secondary explosion blew out a deck nearby, killing dozens.

Gregory cursed as he regained his footing.

However his flagship was giving as good as it got, scoring a clean hit on the engine block of one of the Venators, blowing half of the sublight thrusters off and sending the ship into a slewing roll that it took a full minute to recover from.

However the fleet was not so lucky as his ship.

He watched as one of the Concorida Carriers from the second group split in half, followed by a titanic explosion as it was the victim of fire from no less than 4 of the Imperators and 3 Victory's.

"Coming out of engagement range. We lost twelve ships and the fleet is down to half strength." MacArthur monotoned.

"Fuck. More than I expected, keep course at full burn. And have the starfighters prepare to attack the enemy fighters. Have the Longswords focus on a dozen targets to maximize their damage."

The Admiral looked on the display to see his fleets fighters and bombers, unscathed in the fighting as they kept their distance, turn to face a seemingly wall of enemy fighters and begin to lock on with their long range missiles.

The Republic fleet was heading straight for LRB5, which began to pound away with its own weapons, and to his ire, five assault ships were setting course to enter an orbit of Ceinna, and eventually land troops.

With 130 enemy ships left he still was outnumbered over 3 to one, and with the _Trafalgar _supercarrier battle group that was going to reinforce him a day out at best, he had to hold on, though he did admit he was impressed with how his forces had performed.

"Enemy fighters are nearing long range missile range of our Falkens." the CAG of the _Warhound_ called as he lead the starfighters charge, " We will hopefully take them by surprise with our missiles and thin their numbers out before we have to dogfight them. We will concentrate on the ARC-170s as they our to our Falkens the biggest threat. The V-Wings are as maneuverable as a brick and the Eta-2s though nimble dont carry weapons heavy enough to do enough damage. We hope Zero-G turns and maneuvers will also give us an advantage as our fighters seem to be better built for that. We have speed, weapons and maneuverability but they have pure numbers. We will do our best sir."

The Admiral Saluted the image of the pilot inside the viewscreen covered interior of the Falken cockpit, "God's speed son."

MacArthur called to Gregory , "Sir the enemy is launching boarding craft and supporting fighters at the station. Defenses are engaging but they will get on board, our Marines are ready to meet them."

White shook his head as the intercom buzzed again, and the image of the Mater Chief came on screen, the Spartan II Commando preparing to ready his Booster Frame.

"Sir when do you need me to launch?" the super soldier simply asked.

"I need you to launch once our fighters clear enough of theirs out of the sky for you to slip through, though I am sure you could do it I'd rather be sure, and as we are entering a slingshot orbit it will greatly accelerate you when we launch you upon exit." he replied.

"Yes sir. I am ready whenever, just give me the order." Sierra 117 simply responded as the connection was cut.

"Sir! The enemy fleet fell for it! They are sending 30 ships to pursue us!" the radar officer called out exitedly.

White gave a devilish grin.

"We will catch them in a pincer and after a MAC volley we will give them a taste of Shiva nukes in a saturation strike."

_**Eta-2 Starfighter**_

"General we have a sensor lock on the enemy fighters as well as visual from our ships." clone flight leader Red 3 called from the cockpit of his ARC-170.

Aayla raced towards the oncomming UNSC fighters, who were charging headlong at them at a very high rate of speed, surpassing her own Interceptor, a humbling experience.

The force was tingling, telling her of an upcomming attack, but they were not in range yet, and after the losses of the fleet her sense was flooded by not only a growing cloud of the dark side, but from the suffering souls of the dead and dying.

Concentrating on the mission at hand she answered Red 3, "Bring them on screen."

The screen opened to show a menacing looking black fighter with a long pointed nose, two massive engines in nacelles which were on either side of the fuselage that were half the length of the fighter, two small canards on the leading ends of the engine nacelles, two larger wings which were swept forward, and two tailfins that were angled towards each other.

The most prominate features however were the lack of a noticable cockpit, the size of the fighters, and aside from the speed the visible weapons hardpoints which were loaded with concussion missiles.

"It appears that Intel was right that they use some sort of camera and video system t let their pilots see around them without the need for a venerable cockpit area." Red 3's wingmate. Red 5 observed.

"Bout bloody time they got something right." Red 3 added with a hint of distaste.

"Those things are nearly the size of a Larty. At least we have a large target." Red 5 added.

Aayla looked into the force for a second, searching for answers and a path to victory, but instead of answers a horrifying black cloud appeared in her mind that was growing.

_Was it the dark side? _she thought in horror.

Then a wicked and terrible snarling voice filled her mind.

_"The Republic as you know it will crumble and a great darkness from the makers will aris. The galaxy will be devoured under a flood of evil and darkness. The Reclaimers will fight, and change the galaxy they will. You are warned."_

She gasped as sweat poured from her blue skin, her heart beating hard enough to be felt in her palms.

It was unlike any meditation she had ever experienced, she had no idea what to make of it.

Looking into the force to her horror she found only a blank darkness.

The Dark Side had completely clouded all.

"Incomming Missiles! Kryff they are fast! Evasive Manuevers!" Red 3 screamed into the mike as a thousand missiles screamed from the UNSC fighters into the Republic star fighters.

Aayla threw her ship into a quick snap roll as a missile slammed into Red 5's ARC-170 its shields and armor doing nothing to keep it from turning into a fiery explosion.

**To be continued ... Please Review! Constructive criticism welcomed, but fuck off if you write flames.**


	3. Chapter 3

**Thank you very much for the tsunami of reviews, I actually was pessimistic about it being that popular.**

**Here is Chapter 2, I wanted to make one huge chapter but with school I have to separate it into parts.**

**Please review!**

_**Long Range Base Five**_

_"Warning! Enemy boarding craft inbound! Contact in two minutes. Defenses engaging...Warning! Enemy boarding craft inbound.." _the computer's synthesized voice announced through the station wide intercom as the stations motley supply of Archer Missiles and CIWS began to attempt to intercept the fast approaching Republic Boarding craft, managing to only take down a couple as Fredrik took up his position along with his squad and two others in the large corridors leading towards one of the empty primary hangar bays, the UNSC doctrine for fending off boarding attacks on stations calling for the Marines to engage boarders in few large open spaces that could be exposed to vacuum like the hanger.

In case he and every other marine were suddenly exposed to the cruel environment of vacuum they carried a quickly attachable vacuum rated re breather which would cover the Marine's face and allow him to survive for up to twenty minutes in vacuum.

Taking cover behind a barricade he and the other 28 Marines present anxiously waited as some of the men said prayers, others wishing their fellow Marines the best of luck, or those like himself dealing with battle anxiety with silence.

His heart was racing as the station section violently shook before the intercom announced, "_Enemy forces detected in Block D3 hangar bay"_

"Here we go." his Sergeant called out as he quickly murmured a quick prayer to Allah before allowing for two seconds the images of his friends, family and girlfriend in his thoughts before clearing his mind and setting his weapon's sights, both holographic red dot sight and his HUD's targeting reticule, on the large door the size of an old Scorpion tank's length.

He clicked the MA6D to three round burst.

The seconds seemed to last for hours as he and the others waited, the squad Machine gunner shuffling his position to get a better aim for his SAW.

"_Let them get through the door before we open up." _ the 2nd Lieutenant in command of the squads ordered using the built in head set of his helmet.

Then his motion tracker showed dozens of red dots just around the corner, and a second later he finally got to get a look at the enemy.

The first clone troopers, all in their white plastic armor and helmets which had a blue stripe on the shoulders and helmets, stepped through the door with their weapons raised, all of them the typical Republic Blaster Carbine save for the group leader who had one of the absurdly long heavy blasters.

"501st Legion, looks like the Republic meant business" Rance remarked as the clones hugged both sides of the walls and advanced cautiously, coming closer and closer to them as more of the slave soldiers followed, their weapons searching for targets.

By some miracle they didnt see them, they were only at most 40 feet away, but by then the Lieutenant roared, "Open fire!"

Fredrik was actually the first to fire.

He squeezed the trigger once and immediately the weapon's electric charge sent three 7.62 mm tungsten armor piercing rounds from its three barrels into the lead trooper at hypersonic speeds.

The first round was most likely absorbed by the armor, but after that the second round which hit a millisecond later punched right through the trooper's chest.

The clone spun to the ground as his chest was splayed open, sending a bloody mess to paint the wall behind him.

The rest of the Marines immediately followed suite, hundreds of hypersonic projectiles cutting down the lead troopers in a matter of seconds, only a couple blaster bolts were fired in return.

The Clones behind that soon recovered as the hell of battle overcame the world.

As Rance cut down another Clone with his Gauss Rifle, sending one 8mm round clear through its chest, Fredrik switched to full auto as the Clones who leapt to cover began to return fire, bolts either hitting cover or striking the shields of the Marines as the SAWs quickly forced the offenders back into cover with an earsplitting roar and a stream of lead, the Troopers having to hit their targets multiple times to bring the personal shields down.

As the Clones bodies began to litter the corridor the first Marine went down in a scream from a concentrated burst of blue blaster fire from a trooper, who was immediately cut down as Fredrik put six rounds through him.

Blaster bolts began to become more accurate as the Republic soldiers began to pour in, but still the Marines held, but the battle was soon getting bloody.

After quickly reloading Fredrik spun out of cover to gun down a trooper who was pinning down his Sergeant when a trio of blaster bolts slammed into him and spun him around, his shields collapsing as another hit him square in the chest with the force of a linebacker , putting him on his ass but thankfully out of the line of fire, his armor taking the hit, a burn mark evident from the hit.

Rance looked to him and all but yelled, "You alright?"

As his adrenaline began to wear off Fredrik rolled to his feet and began to fire again.

_Thank god this armor can take a couple of hits._

He waited in cover as his shields recharged, the Squad SAW gunner splaying two more Troopers before a flurry of bolts hit him, his shields giving out and his armor pierced.

The man staggered and fell, his gun still firing in is death grip, thankfully aimed at the enemy until it ran out of ammo.

His barricade was soon beginning to give in to the fire as the walls around him and the marines were being turned to ozone and powder.

As two more Marines fell the Lieutenant all but screamed.

"Cover Fire! Tactical retreat! Fall back to next location!"

"Shit! We can't fall back to a designated position only about two more times!" Rance cursed as he hugged the wall as he leaned out, firing the semi auto BRM-99 Gauss Rifle as fast he could, managing to take out a couple of Clones who were trying to set up a heavy weapon, called an E-Web if he remembered correctly.

"Stacked withdraw! Give us some damn covering fire!" Sergeant Rawlings bellowed as he and everyone else acknowledged, his MA6 spraying the hall joined by Frank's SAW, the deafening roar of fire causing his ears to ring.

The remaining Marines withdrew one at a time, falling back to cover further down the hallway as the Marines next in "line" repeated the action, everyone covering each other.

However two more Marines were cut down as they withdrew, the fire was too intense and there were too damn many enemy troopers.

"Pump some 40's down range!" Rawling roared as he switched mags on his Gauss Rifle.

Fredrik acknowledged by turning around mid sprint down the hallway and using his neural uplink fired the 40mm underslung grenade launcher, sending a 40mm airburst shell into the largest grouping of Clones 30 meters away.

The grenade exploded right amongst the clones, acting as an Flak shell and sending dozens of pieces of cruel flying shrapnel into a dozen clones, the closest having limbs torn off, others having their armor punctured , and a couple of lucky clones only being knocked on their ass as their plastoid whitewashed armor stopped the shrapnel.

One however had actually been hit by the grenade itself as it exploded, turning the Clone soldier into a bloody smear of meat and intestines.

That seemed to give the Republic Soldiers pause as it gave the remaining 18 Marines the time to fall back into the next firing position, an observation area that was the size of a medium sized apartment building with three levels and a large window.

As he threw himself into a position behind a raised service station he stole a glance at the space outside, the planet Cienna serving as a backdrop as dozens of small white explosions occurred in the distance, thousands of miles away.

"Here they come!" one of the Marines cried as Clone troopers, these this time not positioning themselves out in the open, began to attack with a hail of blue blaster fire.

Again the Marines opened up, and again his shoulder rocked as his weapon spat hypersonic tungsten at the white washed enemy, taking another of them down and spinning another around with a glancing blow that its armor deflected.

Time seemed to slow as the heat of fire, screams of agony and the overall hell of battle again took over the world.

Hypersonic Projectiles and the blue plasma of Blaster fire destroyed men and women alike, Republic troopers being eviscerated in bloody messes while Marines fell from multiple laser fire leaving slagged body armor and burnt holes in flesh.

Again the Marines held steadfast as the Clones were forced to make bloody advances to cover or flanking positions that usually left half a dozen or sometimes more dead for every one Marine lost.

However the Republic had far more men to throw at the Terrans than they could kill, and Clone Troopers were not bad soldiers themselves either, in the end turning the battle to a bloody stalemate that threatened to leave the Marines either overrun, out of ammo (the only major flaw with projectile weapons) or annihilated.

After three minutes of nasty fighting which was threatening to turn to hand to hand combat Sergeant Rawlings, now in command as he was the highest rank left, the lieutenant having had a blaster bolt put clean through his face and shields; all but screamed.

"Retreat!"

In the close battle that they were in now, Rance having switched to his shotgun as Fredrik simply swung his MA6 in a wide arc on full auto before being forced back into cover, the Marines only had one option.

"Flashbang!" Frank screamed as he undid the grenade from his belt, stood up firing from the hip as his shields were brought down, taking a Clone commander down, and side armed the grenade before another two bolts caught him, one in his thigh armor and one in the chest plate, sending him down to the deck in a grunt of pain with his armor sizzling, his vitals plummeting.

All remaining eight Marines already had their visors polarized but they all ducked down into the shambles that were now their cover and exhaled as the protective ear plugs in their helmets expanded.

The huge thump and blinding white light still could be seen and felt from behind Fredrik's cover, but the effects were immediate.

The Clone troopers who had been advancing to finish the Marines off or were close to the blast all had their hands to their helmets, covering their eyes or where their ears would be.

Others threw off their helmets and tried to blindly and dazely keep fighting, but they could hardly stand up as it was.

Without hesitation Fredrik ran to where Frank lay, the man groaning in pain as he tried to sit up to bring his SAW to bare.

The thicker chest plate had stopped the second blaster bolt cold, but the first had burnt right through the thinner thigh armor and had shattered his leg.

In one swift movement he scooped the wounded man up as the other members of the squad, namely Rawlings, Rance and Ally cut down the dazed Republic Troopers and fell back to a bulkhead, giving him fire as he hefted the 200 pound Marine and 120 pounds of Armor and nano suit to safety, a feat done no thanks to the latter.

Once he was through the blue blaster bolts began to sail by as Rawlings all but punched the door control, sealing the door and then shooting the controls, blocking their enemies.

Frank groaned again as Rawlings turned to the remaining Marines, "We will fall back to the quarters, stock up on ammo and re group with Marines from Charlie Platoon. We are being overwhelmed by the pure numbers of Republic troopers but for every one of us they kill we take out nearly seven at times, and usually more. We will take them in CQB once we restock, this is going to be a long day, and we only have so much station to fall back to."

_**FS-837 Falken Space Superiority Starfighter**_

_**Flight Leader for UNSC Warhound **_

_**Call Sign "Slayer 1"**_

"I've got tone! AGM Missiles locked on to two targets!" Slayer 1's wingmate called out as his viewscreens and HUDS gave a shrill tone of lock on as two of the thousands of Republic fighters on his screen had the white box that designated them turn Red.

The process was made all the more faster as his neural uplink was literally connected to the fighter, allowing him to perform tasks with amazing speeds, though all pilots still manually piloted the fighters and launched the weapons by pulling the trigger or pressing the button, it was actually easier that way.

"Hold fire until my command." he ordered as the large wingmounted missiles indicated that their targets were two ARC-170's, the Republic's premier fighters and the biggest threat to the UNSC fighters.

Normally the Falkens would have all its ordinance carried internally in its weapon's bays, but it did have built in hardpoints for extra weapons for heavy combat, which were currently loaded down with six more AGM long range fighter missiles and two MLML Micro Missile launchers with 20 short ranged missiles in each pod to complement the already impressive armament of 20 Anti fighter missiles and the twin 50 mm Vulcan cannons.

"_Two missiles a fighter, we have around 2,000 Falkens so 4,000 missiles heading towards them, and about 40 percent of the Republic fighters will be able to evade, especially the Eta-2's and 170's, so maybe two thousand kills, not bad but that leaves around 5,000 more in this wave alone." _ he grimly thought to himself.

Even though the UNSC fighters were supposedly better than all of the Republic fighters, at least that's what ONI had assured them, they were outnumbered ten to one, it was going to be bloody.

"Prioritize the ARC-170's !If you have a lock on a Eta-2 switch to the V-Wings. Lets thin out the herd!" he ordered as the distance closed to 1,000 kilometers and dropping at a rate of 100 kilometers every 30 seconds as the Falkens were at their maximum velocity.

"Rodger!" the Falkens, all arranged in v formations by squadrons, answered.

His mind quickly thought of his family back home before he roared into his helmet's radio, "Fox 2!"

He pressed the button on his joystick as two of his wing mounted missiles screamed away at breathtaking speed.

It was immediately followed by the bluish fiery plumes of several thousand more missiles as they rocketed straight into the Republic formations.

The Republic pilots were clearly taken by surprise not only by the engagement range (not including the speed of the Falkens), but by the missiles themselves.

They were clearly not used to being targeted by such fast moving missiles in such a manner, having only 10 seconds at most to evade.

Most of the Clone pilots did take evasive maneuvers, throwing their fighters into wild spins, but as he predicted only half of those were successful.

The missiles hit the formation in rapid succession as over 2,000 missiles found their mark , the rest missing by mere yards.

He watched in fascination and glee as his two missiles, both found their targets, a 170 and a V-wing.

The sturdier 170 was blown in half as the V-Wing was turned to nothing more than a short fireball and fragments.

Explosions covered the space before the UNSC fighters as they past the 500 kilometer mark.

His radio was filled with shouts of glee as the fighters radar and computers tallied 2,132 Republic fighters destroyed in a single strike, the V-Wings taking the worst as the inferior fighters were unable to evade due to their terrible design.

"Full throttle! Nearing gun range, prepare for Cobra maneuvers !"he called out as he like every other pilot never kept his fighter on a straight course, always aiming in the general direction of the enemy and quickly altering as to not be hit.

The Cobra maneuver was an ancient dogfighting maneuver which was meant for Zero-G combat and to take advantage of it.

The fighters would hold their vector and go head on into the enemy until around 80 miles away, giving them seconds to pull up and go on a heading to take them either over or "under" the enemy before spinning on their axis and attacking with the cannons at the enemy's then larger profiles and as they passed their rear, the momentum of the UNSC fighters staying the same, keeping them at their current speed, making them very difficult to hit, after which they would then pursue the enemy.

He watched through the octagonal interconnected viewscreens that gave him a near 360 degree view of the space around him as the range dropped to 150 kilometers, 100, then finally 50 as the Republic ARC-170s with their heavy laser cannons returned fire, managing to take several Falkens out with multiple hits, taking down the shields and blowing them apart, proving ONI right that they were the biggest threat.

When the 25 kilometer mark was past he all but shouted.

"Now!" he roared as he yanked on the stick, the Falken shaking under him as the UNSC fighters all either shot "up" or "down" relative to the Republic fighters, which in turn began to bank to meet them.

As his Falken shot up he cut his thrust and reversed it, flipping his fighter around 180 degrees on its central axis in a second, slamming him with 20 G's though his internal dampener and G suit took care of all but 3 of the Gs, the other fighters doing the same.

Time seemed to slow as the distance closed to under 4 miles in seconds due to the speed of which the opposing sides were rushing towards each other, he could see the mass of Republic fighters now, all banking to meet them.

He was in gun range.

And a ARC-170 came into his sights, the ship still turning to meet him, clearly taken by surprise by the maneuver.

He grinned as he pulled the trigger and sent a stream of red 50mm armor penetrating tracer rounds into the hapless fighter.

The ARC-170s were the only fighter in the Republic's arsenal that possessed particle shielding to stop projectiles, but they were quickly ripped off by the first couple of rounds, leaving the rest to shred the fighter apart.

The process was repeated countless times as Republic fighters were torn from the sky in a turkey shoot, their superior maneuvers taking them with their pants down.

He screamed in delight as his fighters position became that of "behind" the still turning fighters, placing him behind three V-Wings, which as he began to throttle forward to give chase he held down the trigger and swept his reticule over them by applying his rudder, the ship subtly vibrating with the mighty weapons fire, knocking two of the V- Wings out as the third evaded.

As he built up speed he dove head first into the dogfight, his wingman taking position next to him as the Falkens split into the customary pairs, one covering the other, as they blew through laser fire and began to twist and turn in wild maneuvers to both avoid being blasted, which around 100 Falkens were unsuccessful at as they were speared by multiple bursts of laser bolts, usually fired from 170's.

He found another 170 as he fired three of his micro missiles, the Republic pilot evading the first with an impressive snap roll before the other two took the right wing and engine off the fighter, leaving it to spin helplessly away.

The UNSC fighters were quickly evening the numbers, but as the Republic pilots, not necessarily slouches themselves, began to learn and do what they could to adapt and began taking Falkens out in more balanced numbers, though the UNSC pilots still had at least a 1 to 5 kill ratio .

However as the Republic fighters adapted the numbers against the UNSC fighters began to take its toll, causing the fighting to be all the more bloody as Slayer 1 threw his fighter into a spin to avoid a ARC-170 that was spitting fire from its cannons, one twin burst hitting him and dropping his shields to 30 percent.

He spun away but couldnt get a bead on the fighter as it had learned not to try and play his game of turning into an outright dogfight, using hit and run tactics instead.

As yet another Falken, this one aflame streaked by not mile from him, he switched to his missiles to counter the clever Republic pilot's attack, sending a AGM up its tail and turning it into a tiny sun.

The radio crackled as the others fighters twisted and turned through the battle.

"_Viper 6 Fox Three! ...I got one on my tail, I can't shake the bastard!... Im out of missiles! Winchester. Winchester!. Turn around to vector three eight oh, enemy fighters vectoring in! Im on his 12! Tagging the bastard!" _

His wingman was having similar issues as he found himself being attacked, harassed was more the word, from a Eta -2 interceptor that was not getting off his tail.

He turned to engage.

_**Eta-2 Interceptor**_

The ferocity of the UNSC fighters attack had stunned her, and if it were not for the force she would have been dead by now.

Their manuevers had dazzled even her, and she doubted even Skywalker would have predicted their zero g maneuvers.

Extreme Zero G maneuvers were something that only the most well trained pilots in the galaxy did, as it required the Internal Dampeners that allowed for the accelerations to be executed by fighters to be either turned off, lowered, of removed altogether.

The Clones did receive some training in Zero G maneuvers, but as they had to be rushed through training as fast as they could the subject was only briefly covered as it was the most complex.

The UNSC pilots must have trained for years as well as subjecting themselves to crushing G forces by centerfugal force, making the Terrans all the more impressive.

After throwing her fighter, which when compared to those of the Terrans was the size of one of its wing and engine sections, into some of the most wild maneuvers she had ever performed while letting her senses and the Force guide her through the hell of exploding fighters and streams of enemy projectiles and missiles, eventually finding herself on the tail of one of the daunting UNSC fighters, its two oversized engines spitting red and orange flame as it tore another V-wing out of the sky with a short burst from twin cannons.

She struggled to stay on its tail as its pilot threw the fighter into maneuvers that the large fighter should not have been able to perform.

Achieving a lock with he lasers she sent a double blast into its port wing section, however he blasts were all but absorbed by the glowing gold energy shield it had around it.

The pilot almost immediately snap rolled, which she also countered, and threw his or hers ship around on its central axis to bring its weapons to bare.

Sending another double burst, which was again deflected, she yanked up on the stick to avoid, and barely, the stream of orange projectiles from turning her ship into the shreds that so many other Republic fighters now were.

She just didn't have the firepower to take it out quickly, something that was evident as her radio was filled with the other Republic Eta-2 Pilots announcing that their weapons fire was almost insufficient to bring down one of the enemy fighters.

Her skin was drenched in sweat as she called out to the force to get her through this hell of battle.

Her senses tingled as the UNSC fighter whom she had attacked had its wingman turn to engage her after blasting yet another 170 out of the sky.

Dodging a stream of projectiles she cursed as her little fighter was almost thrown about from a huge explosion from one of the Terran's oversized missiles.

Pulling hard on the controls she regained control as she stole a quick glance at the ensuing battle.

The explosions of dead and dying combatants made the scene surreal as the curving backdrop of the UN Colony was accompanied by the fiery explosions of fighters and the lightshow of lasers, missiles and streams of projectiles helped set in the reality of war.

As she checked her display she looked on in gloom, the UNSC fighters had broken though and had made a gaping hole in the Republic's fighter cover, taking out nearly 7,000 Republic starfighters, a full fourth of the fleet's fighter cover.

The UNSC Fighters had paid a price though, just over a fourth of their number were destroyed, left as debris clouds or as drifting wreckage. Aayla noticed that most of them had fallen prey to the 170's heavier weapons, making her think that when the next battle unfortunately came, the Republic would field far more of the heavy fighters, and less if any of the V-Wings and her own Eta-2s.

The fleet had broken off into three groups now, the first being the bulk of the main fleet which was in position near the UNSC starbase which was under assault, the second a group of 10 Acclamator Assault Ships and a couple of Venators which were taking up positions to land troops on the UN colony, and the thirty ships that Yularen had sent after the UNSC fleet.

"How many must die in this war?" she whispered before the warning sirens blared.

"_Enemy heavy fighters have broken through the fighter screen and are about to be in position to attack Elements 2 Charlie of the fleet. Believed to be heavy bombers. Any fighters able to intercept attack."_

Flipping her fighter "over" towards the fleet she saw that the radio was correct. The UNSC had been able to slip close to 100 large craft the each size of a freighter through the massive hole in the Republic fighter screen the Terran's own fighters had ripped open.

She and maybe sixty other Republic fighters were able to engage, as the UNSC fighters were busy keeping the hole opened and were focused on keeping the space they had opened up clear of any Republic fighter reinforcements which they were turning to engage, both leaving their own bombers to fend for themselves and keeping the Republic fighters too tied up to intercept save her ship and the handful of others.

Pushing her ship to the redline she ate up ground between the large flying wing ships, though for their size they were very agile, far more agile than she thought possible.

The bombers began to fly in random vectors as the Republic ships they were targeting, some 10 Victory Cruisers, The Imperator Star Destroyer _Executrix_, three Venators and seven Acclamtors; all bringing their weapons online to meet the looming threat.

The distance between her and the bombers dropped until she entered laser cannon range.

Before she could fire the bombers split into two groups, with one staying on their present course and the others banking a hard left, forcing her to follow and altering her vector.

Aayla gasped as she saw where the second were heading.

Straight towards the group of support ships that came along with the fleet.

Most of them were troopships, many of which were finished unloading their cargo of landing barges which were heading towards the Terran colony, but also present were resupply vessels and Medstar frigates, hospital ships.

They were completely defenseless.

There were two Victory class cruisers which were moving to cover them, but they would not be nearly enough.

"_Those bastards! Lets get them!" _A clone pilot in a V-Wing that had come along side her shouted as he redlined his fighter's throttle, charging his lasers for a shot.

The force tingled as she sensed that something was wrong.

Franticly looking around for any threat she looked as the back of the gigantic UNSC Heavy fighters to see two ports open up in the back.

"By the force, Look out!" she screamed into her headset as she flipped her small ship over.

The V-Wing pilot had no chance.

Two ventral guns in the back wings of the wing ships spat out a stream of projectiles that tore into the V-Wing and exited through the cockpit with a bloody mist.

Several other Republic fighters were taken off guard as they either were forced to dodge out of the way or joined the V-Wing pilot in the afterlife.

Rolling her little fighter through two streams of cannon fire she raked her guns across the nearest ship's rear, only to be rewarded with the glowing energy shields deflecting or absorbing her fire.

Cursing she simply held down the button as her lasers began to heat up from firing, the UNSC pilot throwing his ship into a roll as it tried to shake her, performing maneuvers that only a normal sized fighter should be able to do.

The distance between the oncoming UNSC ships and their helpless targets closed as an ARC-170 tore through one of the crafts shields and turned one of the two engines to slag, sending the ship into an unstoppable spin before pumping a proton torpedo into it.

The thing's shields finally gave in as she fired into one of the craft's wings, taking out one of the cannons but not before a shell took the head off of her astromech droid.

Her radio began screaming, _"Shoot down those bombers! We can't get them all there are too many...agh!"_

The ID on the audio was of that of the Victory Cruiser _Allecto_ which went up in dozens of bright white fireballs as the Terran ships unleashed a swarm of missiles into it, all of them powerful thermo nuclear devices.

The fire settled to reveal that the ship was a twisted wreck as the Republic ships that the first group of Terran fighters had attacked fired every weapon they had, knocking dozens of the large craft out of the sky but not before two more went up in white thermonuclear firestorms.

Seeing that the support ships would go down in that manner she held the firing stud on her stick as she poured laser fire into the lead bomber, finally hitting something vital as it spun out of control and exploded in a dirty fireball.

"I have to stop them, and there is only one way..."

Gunning her fighter her ship shot out in front of the UNSC ships, which to her shock fired on her with front mounted cannons as well as she shot in and out of their streams of fire.

She was only twenty or so kilometers away from the Republic ships before she flipped around to face the enemy.

"I have to stop you."

The Terrans fired.

Each of the now 38 ships fired four large and oversized missiles, which shot away in fiery plumes as the UNSC ships all banked up and looped over to get out of the danger zone.

One Hundred and Fifty two missiles screamed towards her and the helpless fleet.

There was no way in the force she could get them all, but she had to try.

"Force give me strength." she whispered as she shot towards the missiles before spinning over and putting herself on the same axis of the missiles.

Four came into her sights as she let the force guide her shots.

Two seconds later the missiles were reduced to dust from her lasers, but there were much more.

The Republic support ships began to fire the few weapons that they had in order to save themselves, but they knew it was not enough.

The distance closed as she shot four more down, and then another and then another.

She had only stopped 18 of them before the first missiles struck a Medstar class frigate, which was providing logistical support to the fleet.

It was cracked in two from two bright flashes of light and gamma radiation which wrecked shields and ripped hulls open.

Aayla screamed as she downed two more which were heading towards the largest of the troopships before dozens more of the missiles hit.

She turned to see one of the missiles explode not five miles from her.

She was thrown about her seat as her left restraint snapped, sending her head into the consol and knocking her out cold as her fighter was thrown helplessly through space.

_**LRB5**_

Out of one of the Republic transports that were now littering the main hanger bay of the Terran battlestation, which itself was littered with bodies of fallen soldiers and wreckage, strode a single Jedi.

Looking around at the scene before him Jax couldn't help but feel anger, one of the largest taboos of the Jedi, ebb slightly within him.

The damn Terrans had caused far more damage than he had ever even thought possible, by the force by the time the fleet had won they would be lucky to have anything left of it.

He turned his attention to the Clone Commando who was jogging up towards him through a pile of debris and to his angst, nearly tripping over the body of one of his fellow troopers which had half of its head removed, allowing brain matter and bits of bone and blood to spill out onto the deck.

The Jedi had to fight to keep his stomach from doing a backflip at the sight.

Never had he seen battle this brutal before.

"Sir! RC-1138 reporting for duty!" the Clone snapped to attention as his fellow three commandos formed next to him, their bulkier and stronger Katarn Armor each colored in a wild display of colors and designs.

"Relax," he waved them down as the nodded and slung their DC-17s across their chest plates.

"What is the situation?" he asked as more sounds of battle could be heard as the familiar whine of blasters and the unfamiliar roar of Terran projectile weapons off down one of the service corridors that connected to the bay.

"We have managed to secure the main landing and docking bays on the station but moving forward and taking the rest of the station has been an issue, the UNSC Marines as they call them have put up fierce resistance and our casualties are heavy. We are advancing but for every hallway we take we loose at least five troopers." the Clone spoke with a grim tone.

"What were your orders when you boarded?" he asked.

Shuffling around as yet another transport landed and disgorged its troops the Commando answered, glancing over to see a row of wounded troopers being loaded onto the same transport, many of them screaming in pain or not moving at all, some with whole limbs torn to bloody stumps or with their torsos full of fist sized holes, all of them spilling blood out onto the deck, and clearly taking the medical teams aback as they were not used to dealing with such dreadful wounds.

Blasters were so much more tame.

"We were to take the command centre of the station and kill or capture the commander or any COs in charge sir."

Bringing up his wrist mounted holo-screen Jax brought up a rudimentary map of the station and where their forces were.

Scanning it he quickly saw where the Republic forces were meeting the most resistance.

If they could break through then capturing the station would be much easier.

"Belay that 1138. We need to break through the main area of resistance so our forces will be able to take the station." Jax ordered.

The clone seemed to be taken aback, "But sir if we can eliminate the leadership then the enemy looses all cohesion and defeating them becomes a cake walk." it argued as the Commandos comrades noticeably looked at one another.

"Thats an order Clone."

_**UNSCDF FT. Longstown **_

"This is gunnery control to command, we have ten tangos and assault barges entering the atmosphere from low orbit, two of which are attempting to gain orbital firing positions on us and are in our firing arc, Do we have clearance to fire?" the gunnery officer of the underground heavy MAC gun as well as the ring of ten Mass Drivers that encircled the base asked as the General of the base, a Two star Army veteran from the Covenant war.

The radio in the control room fifty meters underground crackled as the computers showed the MAC was charged and ready to fire.

"_By all means clear the skies, what little Interceptors we have are tied up right now and the Fleet cant provide any fighter support save a dozen Falkens and the Longswords they have given us for cover are optimized for ground support and area air defense. They have already landed assault ships and barges fifty miles from the base, but they came in from a low vector out of the firing arc. What dropships they tried to send towards us and the city were wiped out, looks like they are going to bombard us. Show them that we dont really like ships flying over our heads." _

"Yes sir." he answered crisply as he nodded to the MAC gunner, who gave a thumbs up as lines of information streamed in front of his consol.

At the start of the Covenant war it became quickly apparent to the UN that because of the odds against the Navy holding orbital superiority against the superior Covenant ships (at the time), that once the Navy lost the Covenant were free to simply destroy any military bases planeside from orbit with little effort.

After the loss of Harvest the UNSC Army and Marines quickly began adding anti orbital guns to their bases, usually Mass drivers or ICBMs loaded with MIRVs , but by the Fall of Arcadia the bases on the ill fated military hub were all equipped with underground MAC guns, which once Admiral Cole was forced to abandon the world and its defensive fleet of one hundred ships were swept aside along with its Super MAC ODPs had caused the Covenant much harm and forced them to do bloody battle with the UNSC military men left on the planet, allowing 2 million civilian survivors to escape.

Soon after every major military installation had at least one, Ft. Ticonderoga on Reach had four such weapons.

"The closet target is a Venator class Star Destroyer, and the second tango is an Acclamator sir. Should we concentrate our fire?" the officer asked.

"Yes, have the Mass Driver batteries all focus their fire on the Venator after we drop its shields." the Commander replied as he took his seat.

"_Ready to fire." _ the dumb AI in charge of the weapons at his disposal affirmed in dull monotone.

"Fire."

From outside the base it looked like a large silo half a click away opened up and for a split second electricity sparked in the air before a gigantic thundering crack and hypersonic scream filled the air as a 900 ton slug was flung into and out of the atmosphere at 1/4th the speed of light.

Its target, the Venator class star destroyer _Hurlania _ had only enough time to register the power spike on its sensors before the slug slammed into the shields of the warship, the force of the blow overloading the shields in one fell swoop as the shield generator exploded, the shields not focused to take the hit from its belly.

The 1,100 meter warship seemed to violently lurch as the momentum was transferred to it no thanks to Newtons Laws.

However as the crews of the ship began to recover and direct its weapons at the assailant 80 miles below the ten Mass Drivers, their forked turrets surging with enough electricity to power a small city, all fired in unison.

Ten 50 ton projectiles slammed into the now unshielded ship, their firing looking like streaks of golden lines reaching up from the surface.

Against the first salvo the armor plating on the ship held, but the Mass Drivers could fire every six seconds, so four more salvos slammed into the underbelly of the Venator before the armor gave in, allowing the next to penetrate and trash the hanger, engines and primary drive systems.

Now little more than a huge orbital base the Venator frantically tried to use its thrusters to push itself out of its rapidly declining orbit.

It never had the chance.

The MAC gun fired again, sending a slug right through the middle of the ships "spine".

The mass of armor, durasteel and ship tried to resist for a millisecond before violently loosing.

The ship cracked in half down the middle as two halves, the bow and the stern began to float away from each other and enter the atmosphere.

_**LRB5**_

"I cant believe that Jedi cancelled our mission," Sev huffed into Boss' s comm as the Republic Commando unit known as Delta Squad made their way through one of the service corridors that ran the length of the Terran battle station.

"I can," Fixer replied, "The UNSC would be doing the Republic a favor if they killed him in this battle."

Taken aback Boss turned his T-shaped visor to the commando, the simple act enough to make Fixer hurriedly reply, "Hey its not like I'm suggesting we do it."

Boss shook his head.

Though he had to agree it wouldnt be too bad of a thing if Jax were to die at the hands of the enemy, in fact it was far more likely now considering the enemy they faced.

He wasn't the biggest fan of the Jedi, in fact aside from those close to Kal Skirata he did not trust a single one. Now that their lives and those of the regular troopers were now thrown needlessly in danger because of Jax's "tactical prowess" that distrust was fast becoming outright loathing.

As if to break the conversation, Scorch checked the battle net as he took point, checking the corners as he expertly pivoted his DC-17 to point its business end towards any potential cover where a UNSC soldier might be waiting to ambush.

"These Terrans are just too good, from the casualty figures and how our Troopers cant break through their main defensive positions, one of their Marines are taking down at least three of our troopers."

Boss and the rest of Delta shuddered at that thought.

They had seen the wreckage from the hanger bay and the piles of dead Troopers, all of them horribly mangled by the Terrans projectile weapons. One thing that had stuck out was how many more Clone bodies there were when compared to a dead UNSC soldier, their odd looking armor was literally hit dozens of times before they ate it, and when the Republic did take their positions it was usually through overwhelming them, an ironic parallel to how the CIS had fought them, when the Republic Troopers were in the shoes that the Terrans now occupied, outmanned but not outgunned, forcing the battle to be all the more bloody.

"And dont get me started on what they did to our fleet," Fixer added as their headsets were filled with a frantic yell from the other Commando squad that had come on station, Valshtok Squad, whom had gone ahead of them as they had boarded three minutes before Delta had.

"_Mayday Mayday! This is RC-1401 to Delta Squad!"_

Suddenly the connection was filled with the unmistakable sounds of intense Blaster fire and explosions, before the unfamiliar load barks and roar of Terran weapons cut in, followed by a scream before the link suddenly went dead.

Not wasting a second Boss immediately yelled into the mike, "They are only about 300 meters ahead of us, lets go!" he powered up his blaster as he began to sprint down the corridor with his weapon at the ready, the rest of Delta squad close behind.

Reaching a entrance way that led to the service room where the last position of the Commando team was, Fixer and Sev took up positions on either side of the doorway as Boss and Scorch readied themselves to clear the entrance, Boss taking point.

Boss held up his hand and counted down to zero before he shouldered his weapon and quickly and expertly entered the room, the rest of Delta following behind their weapons searching for targets.

The room was the site of a battle, and the Commandos had their fears confirmed as they found the bodies of four Commandos , each of them lying in a pool of blood and entrails as their heavy Katarn armor was dented, battered, cracked and punctured in dozens of places.

"Hell.." Sev murmered as he checked the rest of the room.

Boss leaned over and examined the bodies and the scene.

"Looks like their armor was able to take more punishment than the Troopers at least, "Scorch noted as Sev snorted.

"It damn well better, still wasnt enough though.

"It looks like they were ambushed, "Boss pointed out as he noted the positioning of the bodies, lying where they had made their final stand, each one facing a different direction.

"Your right, It seems..." Fixer was cut off before Sev called out, "We got another body over here."

Exchanging a quick glance the three went over to one of the far corners of the room near another corridor, where lying with it back to the wall was a large figure clad in unknown black armor from head to toe with a rifle in its limp hands.

"A UNSC Marine?" Sev asked as he leaned to look at the dead Terran's silver visor that hid the man's face.

"No we know how they look like, this must be an elite soldier." Sev replied as Scorch scanned the enemy soldier's armor, which was burned, scorched and melted from what looked like several concentrated bursts of blaster fire, the fact that it had taken that much to bring the enemy soldier down disconcerting.

"You gonna take a souvenir ?' Boss asked Fixer as he was studying the enemy rifle in his hands.

"Just seeing the enemy gear. This weapon unlike any slug thrower I'm used to," he replied as the took a glance at the odd three barrel assembly of the weapon.

"Whats this?" Boss asked as he noticed a insignia on the left shoulder pauldron of the body.

It was a flaming skull with the letters ODST etched below them.

Checking his data pad the clone came up with an answer.

"This is apparently an Orbital Drop Shock Trooper, supposed to be the Elite of the Elite in the UNSC, apparently aside from Spec Ops they do some sort of crazy orbital insertion behind enemy lines." Boss informed.

"Damn, guess that explains why they took them by suprise, but still.." Sev replied.

"Move up the hallway and be extra cautious, there is no way that there was only one of them, we have to follow our "General's" plan of attack."

_**LRB5**_

Gunnery Sergeant William Talon checked his MA6 as he and his two other squad mates Jarrod and Adnan did the same, the last firefight with a squad of Republic Commandos having been a reminder of the power of the enemy they faced.

His fourth squadmate, Allan had taken three concentrated bursts of Blaster fire from the dying Republic clones, tearing through his shields and melting though his armor.

Adnan, a new ODST only recently out of training, was clearly having a much harder time dealing with the loss of a squadmate than he, a 20 year veteran during the Covenant war and one of the few lucky survivors of the Fall of Arcadia.

"The next enemy squad is coming up, they found their fellow squad." Jarrod informed as the small fly cam they had left in the room the bodies were in.

"Stack up, get ready to take these fuckers out."

Boss was leading the squad through yet another service corridor before he suddenly had that sinking feeling of walking into trouble.

Stopping in mid step he assumed the firing position as the rest of the squad followed.

"We are walking into a trap." he simply stated as Sev nodded in agreement.

Scorch then all but shouted, "Ive got strange heat sigs on my scope..."

He didnt get to finish before out of the corner of his eye Boss saw a shimmer of air in one of the far corners and what felt like a swoop bike slamming into his shoulder plate, spinning him around to the floor.

"Kryff!" He screamed as the rest of the squad opened up on the shimmer of air, which quickly moved to cover.

"Cloaking shields?" Fixer asked before a roar of Terran weapons fire answered his question.

Boss looked up just in time to see projectiles slam into the side of Scorch's helmet, who was laying down cover fire for the team to get into cover.

The side of his helmet exploded and Scorch went down with a scream as he brought his hands up to the side of his face, which was now covered in blood before he went unconscious.

Time seemed to slow as Boss felt helpless as Sev drug him into cover.

He and Scorch had been though so much together, he didnt even know what to feel as he struggled to ignore the fate of his friend.

"Use Infared!" he screamed as his HUD switched over to dull colors of heat based vision.

Noting Sev and Fixer had sustained injuries and their armor was now trashed, he spun out of cover to see the outline of an the enemy.

He fired a long burst.

To his surprise the shimmer lowered to reveal a Terran "ODST" , his black armor shimmering and crackling with electricity as the two stared at each other for a second before they unloaded on each other.

Boss fired his DC-17 as fast as he could sending two bursts of bolts into the man's chest armor, spinning the Terran around.

The ODST's own weapons fire struck him in the chest, causing him to be unable to breath as his Armor barely took the hits, the Katarn armor now cracked and flaking apart.

Gasping for air as the roar of fire between Sev and Fixer and the other Assailants reached a fever pitch, his comm full of curses from Fixer.

Aiming at the Terran again he unleashed a torrent of fire, the Terran doing the same as the two combatants, knowing that they were both going to die simply stood and fired.

Boss felt his left leg shatter in bone and blood as he fell to the deck, his helmet went back as yet another round hit him, cracking his visor and blurring his vison as his own fire stitched the ODST from his leg up to his face, dropping him like a stone, dead before he hit the floor.

Gasping for air he ripped off his helmet to see Sev lying still with his hands on his belly, blood smattering the wall behind him as Fixer kept firing, filling the air with screams of Mandolorian curses as he took down another of the ODST's with a stream of blue blasterfire before a trio of loud deep cracks cut him off.

Fixer groaned as he grasped the right side of his chest before falling back unmoving.

Limping to them he looked to see apparently the last ODST round the corner not ten feet away.

With out a second thought he charged, firing his DC-17, catching the Terran in the shoulder and forcing him to drop his weapon as the ODST rolled backwards away from the next burst before landing with a sidearm drawn.

Cracks filled the air as Boss jumped back into cover, but his rifle shattered in his hands in the process as a bullet went through it.

Bullets slammed into the cover he was in as Boss sung the Mandolorian battle prayer Kal Skirata had taught him before he ejected his arm mounted vibro blade before spinning around the corner and charging with a scream.

He caught the ODST off guard as he closed the distance and gave a visious slash, cutting the pistol in two and putting a nice slash across the Terran's black helmet and visor as the ODST dove out of the way.

"Bring it on you bantha foddor!" Boss roared as the Terran reached up and ripped off his damaged helmet, tossing it away and revealing the face of, to his surprise, a man of pale tan complexion of about 40 years of age with a shaved head and a large scar on the side of his check.

Reaching up he pulled a wicked looking ten inch blade out of a sheath on his chest the man spoke in a calm and low voice that was full of experience and anger.

"Clone, I feel sorry for you, you are nothing more than a slave soldier and you know it. The Republic citizens wont even defend themselves so they use slaves to fight for them instead. Cowardly." he spat.

Arcing his eyebrow Boss answered.

"I am no slave I choose to fight. Are there problems I have with the Republic, hell yes there are, but I can..."

"Enough talk." the Terran interrupted.

Boss and the Terran looked at each other for half a second before they charged...


	4. Chapter 4

**Here are a couple of changes that I have decided to make on part of yall pointing them out.**

**1. When imagining the Master Chief's armor, It is more like from the cover of the re-released Fall or Reach book, I like how it looks more menacing looking.**

**2. The UNSC Falken starfighter is the Falken fighter jet from the Ace Combat series **

**3. The Grizzly II is more or less a combination of the Predator tank from Command and Conquer 3, and the Scorpion tank. Plus I am making it to where the tank is a normal tan color, black while cool makes little sense. **

**4. The LAAGs on the Grizzly II's are 20mm, 50 caliber rounds would be useless to anything but a Banshee.**

**5. The Wolverine is armed with two thirty millimeter cannons between the missile launchers**

**Also for the upcoming battle scene use the battle scene and the landscape from the Halo Reach mission Tip of the Spear as something to imagine and help form a mental image.**

_**Cienna **_

_**Aldara Plains**_

_**50 Miles west of Ft. Longston**_

"Enemy assault ship has finished offloading its forces, reads as another armored and mechanized division, brings total of enemy forces deployed in theatre to 40,000 troops, a Corps." Brigadier General Alexi called off as the computers and sensors on in his modified Gremlin Command Vehicle gave a tally on the Republic forces marching towards him.

"Damn, and they are attacking from two fronts, though thanks to the wind patterns and the fact that they were kind enough to land in the middle of no where, we can simply saturate the second group with fusion missile strikes." his superior Major General Hudong informed over the radio that was but one of the many pieces of command and control equipment and holographic displays that transformed the repair vehicle into a mobile command centre.

He was positioned on one of the rocky hillsides that were part of a dry mountain range that all led to a vast desert plain where the Republic army was currently marching towards him.

His enemy had deployed shield generators around their ships once they landed to protect them as they offloaded their forces, the loss of one of their "Stardestroyers" to Ft. Longston's orbital guns and MAC enough for them to not take any chances.

He had in total ten thousand troops under his command, and he was currently standing down at least three times that number.

However from what he was seeing through his sensors he was not too impressed.

If the Republic had a concept of armored and mechanized warfare then they sure didn't show it.

Aside from small hover tanks which were lightly armed called TX-130 fighter tanks (whatever that meant) he saw no dedicated mobile armor.

What they used instead were walkers, and lots of them.

Ranging from admittedly impressive AT-TE walkers covered in weapons and a large Coilgun in a turret (though for its size ONI was surprised to find it underpowered when compared to those on Grizzly II Tanks), to what were apparently their mainline armor,

chicken like AT-STs with two laser canons and anti infantry cannons, to eight legged SPM-A artillery walkers, Eight legged Anit-Air variants and three legged Artillery walkers.

He did have to give the Republic Credit for their LAATs, they could prove problematic but they were nothing that his Sparrowhawks and Wolverine Anti-Air vehicles couldnt handle.

Looking at the Republic lines he couldn't help but get a since he was looking at a picture out of the Napoleonic Wars or the American civil war by how almost half of their Infantry were deployed in honest to god infantry squares out in the open, marching behind the Republic Armor.

They were such a juicy target, and for the gunners on his Rhino mobile Artillery and his more Conventional Fox Artillery, they were already on it.

Looking at his display he smiled as his forces began moving.

All of his artillery and half of his anti air units were currently deployed on the large ridge like the command vehicle. And the rest of his forces were on either side charging the Republic lines.

The plan of battle was for his ten Cobra anti Vehicle killers positioned with him to use their Railguns in lockdown mode to take out as many of the Anti-air vehicles that they could, they had already proven deadly against the couple of Shortsword UCAVs they had deployed to attempt a bombing run on the Republic line.

The object was to allow the Sparrowhawks a clean airspace aside from the LAATs, which they would more than likely have to combat, the Wombat UCAV fighters were doing an amazing job at keeping the airspace clean, and the Longswords and a dozen Falken starfighters were doing their part as well, though it did mean that neither side had air superiority or support aside from low level ground attack ships, so the battle was a full on ground war.

The Artillery would then pound away at the exposed infantry while the main elements of his force, his Grizzly II MBTs supported by Couger IFV's (Armed with twin 50 mm Gauss Cannons and a Coaxial LAAG ) , Wolverine Anti Air Vehicles, and Cobras to engage the main armored vehicles of the Republic.

His 8,000 Infantrymen and Marines would then support the armored elements and attack the enemy troopers, half of them either being mounted in Cougar IFVs, Pelicans or Warthogs before dismounting. The Warthogs would only be used as fast attackers and skirmishers but the Courgars would provide direct fire support and the Pelicans would switch to their secondary role as gunships with their Thirty millimeter chin guns and missile pods.

The other 4000 Marines and Infantrymen were dug in in a trench and various defensive foxholes and positions on the top of a low hill, loaded with heavy machine guns, Sniper Rifles and Missile Launchers. Their job was to take the brunt of the Republic assault, but that was to merely draw their fire, and with a minefield in front of them they could hold out for a while unless the Republic managed to get their artillery to fire on them.

To deal with the artillery his Sparrowhawks would take them out, and to top it all off he had two gleaming Vulture gunships with a full load of 16 Slyver missiles to complement its dreaded armament of quad 50mm auto cannons, 20mm chin gun, and Argent V missiles.

He looked at his radio as his superior contacted him, "_This is command, ordinance targeting the southern enemy landing zone, distance is far enough away to authorize WMD use."_

_ "By God they are going to do it?" _he thought with a grin as

He looked on his screens as his forces began their charge.

He keyed his mike to the Artillery, "Fire."

Outside of the Gremlin the entire ridge turned into a gout of flame as the world trembled.

_**Republic All Terrain Tactical Enforcer (AT-TE)**_

_** Mobile Command Centre**_

_** 327th Star Corps**_

Bly wanted to pound his fist into the holoscreen.

"Can you confirm that?" he asked the communications officer.

The clone, wearing the usual Phase II Trooper armor but with the unmistakable yellow stripes that identified the Star Corps answered.

"Yes sir, the _Hurlania_ went down with all hands, we are unable to attack the base directly. Scans show that the enemy force is deployed directly in front of us." the officer answered as the AT-TE rumbled beneath their feet, the modified walker at the back of the armored column that was marching towards the enemy forces crunching over the rocky and sandy terrain at a steady 20 mph.

"Blast, and the enemy droid aero fighters have proven that they can swat LAATs and even starfighters out of the sky with ease in an atmospheric dogfight , so aside from out LAATs we have no air support." he sighed.

Bringing up the screen of his forces he indicated the LAATs that were loaded down with troopers, "Our LAATs will attempt to flank the enemy and land troopers close to their positions and then provide added firepower while our primary force draws their fire..."

He was cut off by the comm officer.

"Sir we have just lost all contact with the beta landing zone 40 miles south of us!"

His brain spun.

"What! how..."

"External cameras online sir, pointed at the direction of the Beta landing zone!" the commander of the AT-TE called off as the holo screen projected an image that he did not want to see.

The southern horizon was lit up with a second sun for five seconds before gradually dissipating to reveal an ever expanding mushroom shaped cloud.

"Holy Kryff... They used a thermo nuclear device in atmosphere?" he muttered stunned.

As primitive as nuclear weapons were there was no denying that they were indeed powerful, and in a planet's atmosphere they could devastate armies and cities in one fell swoop. After the Great Galactic War and the Mandalorian Crusades the weapons had almost all but disappeared, until now.

10,000 Of his soldiers and Troopers were now gone just like that, and they were unable to do a thing to save themselves.

Completely helpless.

He had a sinking feeling that the Terrans were going to be much more cruel and heartless at waging war than the CIS.

"_So that's how they play the game. Guess Aayla's worries about this war are proving true, what happened to the fleet alone..." _his thoughts trailed off as Lieutenant Galle called out.

"The enemy forces are advancing, we have a visual."

The screen changed to show hundreds of tan colored armored vehicles charging his lines, clouds of dust kicked up behind them.

Leading the charge were hundreds of tracked tanks of some sort, they were far larger than any of his fighter tanks and they were armed with a single large cannon mounted in a turret just behind the center of the main hull and with four track pods and also armed with heavy repeating projectile weapons called machine guns. He was taken aback by how much armor the thing was covered in and how oddly powerful it looked, but what worried him was how mobile it looked despite its size.

Next were six wheeled armored vehicles that had twin cannons, these much smaller but as with all examples of Terran weapons were most likely powerful, as well as several of those machine guns. They had what looked like a troop compartment, so they were APCs of some sort that could fight as well.

Following those were strange war machines with two wheels and tracks in the back. They had two light cannons fixed between two missile launchers, no doubt anti air vehicles, that would give the LAAT's problems.

Then at the end of the armored columns were six wheeled vehicles with what looked like a single oversized Mass Driver or Rail gun, the twin prongs of electro magnets surging with power, most likely anti armor units.

"They must have all their troopers mounted in vehicles or at their main defensive line." Galle noted.

"Enemy aircraft inbound, around 200 contacts."

Bly didnt mutter a word as the screen panned to show two separate waves of aircraft coming from behind and beside the two pincers of Terran armored columns.

Half of that number were their Dropships called Pelicans, which as the disaster that happened at Kashyyk had taught them those dropships were deadly by themselves, an exact counterpart to the LAAT.

The other half was what looked like heavily armed gunships that were bristling with chin guns, twin cannons and missiles. They had next to no information on them, but judging by their speed and their profiles he couldnt help but grimace as he thought about the damage those could deal his forces, luckily he had his anti air AT-AAs to deal with those.

He turned to Galle, "Have our LAATs move to engage those Dropships, draw them off from deploying their troops, our triple A will handle the gunships. Have our fighter tanks move to engage the enemy armor and draw their fire while our AT-STs engage those tanks head on. Our AT-TEs will provide support while our infantry and the AT-TEs will continue advancing to the Terran's main defensive line."

Suddenly the screens began to shimmer and the sensors began to fade in and out of existence.

"Enemy ECM has skyrocketed." Galle noted.

One of the other officers turned and all but yelled, "Sir! Enemy artillery on the main ridge! They are firing!"

Bly felt his mind go numb.

_He had led his forces into a killbox.._

Shells began to scream through the air outside and around the terribly exposed infantry, exploding with balls of fragmentation and hellfire as entire Clone Trooper platoons were engulfed and ripped apart like rag dolls.

"Get our artillery into position to fire on that ridge..." he didnt get to finish his sentence as one shell hit not six meters away from the front driver's compartment, shattering the exposed window and painting the drivers compartment with brain matter.

Bly and his command staff were thrown down.

_**Grizzly II Main Battle Tank**_

_** 3rd Armored Platoon**_

_** Foxtrot Battalion**_

_** 12th**_ _**Marine Armored Expeditionary**_

"Grillpanzer, enemy light combatants are moving to engage, followed up by some ugly ass bipedal walkers called AT-STs. Lets blow them apart." Taylor called off to his fellow Grizzly II Commander in his MBT which was flying over the sand and rocks at 40 mph right beside him, followed closely behind by the other 12 tanks in his command.

"I cant believe command nuked the other landing zone." his driver Peter Summers chuckled as the enemy neared the 3 mile optimal engagement range, though the 120 mm gauss main gun could go up to 20 miles, you needed a very flat terrain and an almost unmoving target, a surprise he was holding up his sleeve .

Taylor grunted in agreement as he watched on his screens the entire UNSC Army and Marine force engage, the lightshow of explosions, missiles, and laser fire lighting up the entire massive canyon.

He grinned savagely as yet another artillery barrage shredded and maimed more Clones. The explosion of one of the enemy triple A vehicles signaled that he would now have close air support.

A flight of four Sparrowhawks flew overhead to emphasize that point as they fired their missiles and twin 50's at the now exposed Republic artillery, immediately taking two out along with a AT-TE and a low flying LAAT as they then pivoted and fired on more troopers with their 20mm chin guns before being forced to evade a barrage of laser fire.

One of them was not so lucky and got hit by a flak burst from one of the Republic Anti Air vehicles, sending the attack gunship into a tailspin as one of its ducted fans were shattered, however the pilot was able to more or less safely crash land the stricken bird near the advancing UN forces.

"I have a shot!" Grillpanzer called out as the UN tanks cleared a ridge that led to an open plain.

As his tank bounced over the ridge he rotated his turret to see some thirty small hovertanks and ten of those AT-ST walkers heading for them, the hovertanks pulling away at around 80 mph as the range closed.

"Enemy, target one mile! Engage at will, take them out!" he called as he aimed the main gun at the lead hovertank.

"Engaging!" Grillpanzer called as his Grizzly II fired its main gun, sending a 120mm tungsten penetrator through a AT-ST's head at hypersonic speeds, the AT-ST exploding as it flopped over.

Putting his targeting reticule on the hovertank he pulled the firing studs as the Gauss cannon roared, sending a round into the front of the TX-130 and out of the back as the fighter tank shattered.

Inside the armored cocoon of the Grizzly he couldnt hear the hypersonic cracks that would make him go deaf without protection, but the hell of battle had set in.

The rest of the Grizzly's fired, outright destroying nine more TX-130s and two other AT-STs before the Republic forces could even fire back.

"Reloading and recharging, ready again in five." Grillpanzer called out as the tanks formed into a classic line perpendicular to the approaching enemy.

The UNSC tanks slowed to 20 mph as their turrets almost all rotated as one to face the Republic AT-STs and the remaining TX-130s, which as they neared half a mile they began to return fire.

Taylor clenched his teeth as blaster cannon bolts slammed into and around the armored column. throwing up dirt and debris.

The Grizzly II's designed to take hits from Wraith Plasma Motors, Particle Cannon Wraiths, Plasma Beams and cannon fire, shrugged off the hits as the armor deflected or absorbed the kinetic energy and heat of the bolts.

"Pathetic." another of his Grizzly commanders laughed as a twin bolt hit his turret with little effect.

"All stop. Pick your targets and fire at will." Taylor ordered as his targeting computer locked on to the lead AT-ST.

The line of Terran battle tanks disappeared in a wall of electric fire and superheated air.

The AT-ST he target had its right leg snapped in two as his shot went right through the reverse knee joint. The Republic charge was halted as fighter tanks and AT-STs were blown apart or disabled.

The remnants were finished off as his tanks began advancing again as the Cougar IFV's came up and began offloading their troops as Republic troopers had secured a rocky hill that needed to be cleared.

"_This is Alpha Bravo to Foxtrot One do you copy?" _his radio crackled.

Answering as his tank plowed through some small trees and debris he looked on his display to see that so far the assault was going well, but the Republic forces were not pushovers, there had been some casualties, mainly from the AT-TEs.

"Yes sir this is Foxtrot One. I copy over." he replied as a damaged Sparrowhawk flew overhead trailing smoke, but that was compensated by a LAAT crashing into the earth aflame, a Pelican flying victorious overhead as it shifted its 30mm fire to another location.

"_Roger Foxtrot. Those AT-TEs are giving our primary defensive line problems with their long range cannons. We need you to take them out as our artillery is already engaged and long range counter artillery has forced some of my Cobras to move positions. Air support is all engaged so you need to take the lead three out. Be advised those large mass drivers of theirs while not as advanced as ours are large enough to still take a Grizzly II out or disable it in a single hit. So stay mobile."_

_ "_Roger lead."

Turning on his comm as Grillpanzer harassed Clones from a embankment with his 20 millimeters, brutally killing several unlucky troopers, he chuckled.

"Boys it looks like we are going to be doing some big game hunting."

_**Republic LAAT Gunship**_

Clone Pilot RP-188 cursed as he threw his LAAT into a dive to avoid yet another stream of cannon fire from the accursed UN Gunships.

"Blast I cant hit them! How are you doing Ran?" RP-188's copilot asked his side gunner manning the port beam cannon.

As he twisted his LAAT away from a stream of fire from a enemy triple A vehicle, he noticed that Ran was not responding.

Pulling up a video image of the port ball turret the image confirmed what he feared.

The ball turret was shattered, and the tattered remains of Ran and his armor was slumped over in his seat, blood splattered all over the place.

"Ah kryff, the gunship's chin gun must have got him." his copilot whispered.

"If it were the side cannons that hit we wouldn't be having this conversation." he stated angrily as he flipped the craft over to make a strafing run on the Terran's primary defensive line, for all the good he knew it would do. It seemed that every Fifth Terran had a missile launcher whose missiles had proven could seriously damage the lightly armored LAAT's, many that had attempted to support the ground pounders advance were swatted down by enemy AA vehicles rapid fire projectile cannons, missiles and even shoulder fired Lasers and missiles from the entrenched enemy infantry, only a few had made successful strafing runs, only to be immediately punished.

He had never seen anti air fire this intense.

In fact he had never seen a battle that was this dynamic before, as aside from their fixed positions and artillery, the UNSC forces were very mobile, not willing to trade punches with the GAR and instead simply maneuvering and attacking the GAR's flanks.

After he had dropped off his troops at a rocky hill, whom were overun by mechanized infantry and those downright impressive Terran tanks, he had been engaged in constant air combat with the Terran gunships and dropships, and had watched as his wingmates were shot down, one ripped apart by a terran AA battery, the second to a terran Gunships missile salvo, and the third to massed heavy projectile weapons fire from the UNSC defensive lines that killed the pilot and sent the LAAT crashing into the ground.

Sending his craft into a tight turn he found himself on the tail of a UNSC Dropship that was strafing Republic lines with its cannon.

The pilot of the craft saw him and threw his craft into a tight turn in an attempt to evade him, but the more maneuverable LAAT stayed tight on its tail as he received a lock on for its heavy cannons, immediately sending a double burst into its tail engine mount, blowing them off and sending the dropship into a tailspin into the ground.

Pumping his fist in victory his demeanor paled when he looked at his tactical display to see another of the lead AT-TE's disappear off the screen.

Flipping his craft over he saw the source of the destruction, a line of 16 UNSC Tanks charging the leading AT-TEs directing and covering the Troopers attacking the main Terran defensive line, and they were the only thing allowing the Troopers groundside to not be pushed back.

He watched as the leading tank plowing through sand and debris as its treads propelled the armored war machine at surprising speeds as its turret rotated to face another AT-TE, the range between the two at a little over a mile, and its large mass driver cannon belch electricity, superheated air and a streaking white projectile that hit the AT-TE, which was itself bringing its weapons to bare, laser bolts and the heavy Mass Driver cannon impacting all around the Terran tanks, one being clearly disabled by the AT-TE's main gun.

The AT-TE however exploded as the round the lead tank had fired impacted in the AT-TE's most vulnerable spot, its cockpit and penetrated, the AT-TE exploding fantastically a second later.

Cursing he sent his craft into a dive intent on using the last of his missiles against them.

To his surprise the tanks all swiveled their turrets towards him.

_Where they going to try to hit him with their main gun..._

He didnt get to answer his question as all he saw was guns on the side of the turrets fire and felt rounds tear through the windscreen and his body.

"Target down! That was too close!" Grillpanzer called out as yet another blast of laser cannon fire hit the side of the Grizzly, jarring Taylor and his driver as the beaten armor managed to defeat it, but his port armor was now going to have to be replaced when he got back to base, if he managed to.

The LAAT that had tried to strafe them had been shot down by their combined fire from their 20 millimeter LAAGs, doing just as their designers had intended them to do, give UNSC tanks an ability to defend themselves against low flying attackers.

Outside of the armored cocoon of the tank was what could only be described as hell going by at 40 miles an hour as his armored battalion cut a swath of destruction into the Republic advance as his now 10 Grizzlys along with another two Platoons of Grizzly IIs and supporting Cobras, Wolverines and Cougar IFVs that were just now linking up with him for a charge right down the throat if the Republic Assault.

The twin 20 millimeter cannons fired a stream of orange tracer rounds into the rising cloud of dust, green and blue bolts of plasma answered back, 120mm tungston rounds accelerated to Mach 12 tore through the air with a deafening crack, one fired from Taylor's own Tank's main gun hitting the main drive leg of an AT-TE that had took out one of his own Grizzly IIs with its main cannon (the UNSC tank had its turret ripped completely off), three more shells ripping the offending walker open seconds later.

Beside his tank a Cougar IFV lurched wildly as it took a hit from a TX-130's beam cannon, most of its side armor destroyed and melted the driver fought to maintain control as the vehicle fired its twin 60 mm bushmasters in return, four shells exploding against the hovertanks side repulser pod sending the fighter tank into a spin that led it right into the sights of the twin 16 Mega Joule railguns of a accompanying Cobra, the twin slugs ripping the vehicle apart.

Another LAAT came crashing down in flames as six more Sparrowhawks flew overhead providing cover for his small Blitzkrieg.

Just as he shifted his fire to a group of AT-ST's a ball of plasma and energy slammed into the side of the Cougar 30 yards beside his and 50 yards to his left.

It exploded in a fiery white ball of plasma and fire and revealed the stricken UNSC APC to be completely disabled and left a wreck.

As the crew began to bail out another energy missile hit it, turning the tank into a fireball that consumed the crew.

Cursing he followed the trail of the missile to yet another rocky knoll where Clone Troopers with some sort of missile launchers were dug in along with supporting infantry.

"Fucking sons of a bitches!" a Commander in a fellow tank cursed as he stopped to stitch the hillside with his LAAGs, throwing up tons of dirt as the Clones scurried to cover, two of them not fast enough.

Suddenly the tank exploded into pieces of shrapnel as one of the active AT-TEs obliterated the stationary target.

"Dammit, Grizzly's move to engage the walkers, have the Cougars offload their troops and clear out those Clones, I want a couple of Cobras and Wolverines to cover them, the rest are on me." he ordered as his driver threw the tank forward at 50 mph, leading the charge into the Republic AT-STs and AT-TE's and hovertanks.

Firing at the cockpits of the AT-TE's three went down in quick succession along with ten AT-STs and 15 fighter tanks.

The two sides charged each other at range firing everything they had at each other.

_** UNSC Defensive Line**_

_** RCT-2310 "Jic"**_

Running over the bodies of fallen Troopers, he and a platoon of 40 Clones of the Star Corps charged headlong into the firestorm of battle as his heart pounded in his chest.

His mind was focused on one thing, survival.

And there was only one way to survive, to break through the UNSC line.

A task that several thousand had tried for the past hour and had died brutally for it.

Now without any armor support and the remnants of their artillery pulling back, the cut off Clone regiments had no choice but to charge headlong into the defensive line and overwhelm it.

He knew that he would most likely not return from the battlefield alive, the UNSC made the CIS forces he had faced dozens of times look pale in comparison.

Leveling his Blaster Carbine as he cleared a rocky knoll that was the scene of a brutal hand to hand combat where a UNSC Foxhole was clearly overrun, (after the two Terrans had clearly killed dozens of his own, which littered the ground most of them dismembered) the Terrans shot dozens of times and their armor burned through, had died with surrounded and with combat knives and holdout weapons covered in blood.

Years of training allowing him to ignore the burnt and charred remains of a Terran female soldier as he and the fellow troopers crested the ridge to see the main trench where a seeming white carpet of clone bodies in their armor covered the sandy ground, a wall of blue blaster bolts slamming into the UNSC defenders and their positions as they too fired back frantically as much as they could, sending streams of hypersonic bullets into the charging Republic Troopers, a fact that was pointed out by the trooper next to him spinning around in a spray of blood from a burst of fire.

Running as fast as he could he fired from the hip at a UN Soldier 30 yards away from him in the a foxhole closest to him, pinning the Terran down as the enemy soldier ducked down, two bolts striking the man's shields, dropping them with an electric spark.

Huffing he closed the distance he fired another burst into the man, catching him in the face and blowing most of his head away.

Jumping into the foxhole he kicked away the limp body as he angrily watched more clones fall, cursing as he sholdered the carbine and letting lose a stream of fire as out of the corner of his eye he saw a large flying wing of a craft streak overhead and release large canisters.

As they fell what was left of the Terran defensive line took cover or cut and ran, those that could as the defensive line had been breached and gory hand to hand fighting took place as the outnumbered UNSC Soldiers halted dozens of attacks to be overwhelmed by pure numbers of Clone Troopers.

"By the force!" was all that he had to say before the first canister exploded into a massive firestorm which surged outwards towards him, enveloping whole platoons of Troopers who tried in vain to run.

As the wall of fire filled his vision he exhaled and dove into the foxhole, making the grizzly decision to hide under the body of the Terran he had just killed.

The still warm body became hot as all that he could feel was fire enveloping him.

**UNSC Command vehicle**

_"I say again Broken Arrow! They have overwhelmed us! Broken Arrow!"_ Alexi heard the commander of the defensive line screaming into the mike as yet another Longsword streaked by releasing more Napalm into the Clone army that had broken his line with sheer numbers.

He watched with a mix of awe and horror as the expanding firestorm enveloped Clones and his own soldiers that were too wounded to escape to the awaiting transports that would take the remaining UNSC defenders to the fallback position, out of the original 4,000 men that manned the defensive line only just a thousand had survived.

Watching on the video feed he was reminded that unlike the last war he was killing humans, his own species, so the emotional disconnect that allowed him to heartlessly kill Covenant hordes in droves with his command was not there.

As the napalm expanded the camera zoomed in to show Clone Troopers on fire, their white plastoid armor doing little to prevent the extreme heat from the napalm, all of them burning alive.

"God forgive me." he muttered as his staff looked away from the sight, the screen shifting back to a tactical display a second later.

The bombing run, which was allowed because of the suppression of the enemy anti air units thanks to his successful armored assault, had let his remnants of his defensive line to pull back to their fallback position.

Though the defensive line was lost his armored units and mechanized infantry as well as his Airborne units were still active and for advancing. The enemy infantry assault was crushed by the defensive line and the resulting air strike one it was overrun, however there were still enough enemy units out there to crush him, and though he was winning his forces had all taken damage and were at 63 percent efficiency, they could beat them but they would more likely be obliterated in the process, he needed a way to attack them from behind and draw them off.

Turning to his AI assistant named Vernard he spoke, "Have all forces halt their advance and use our armor to form a mobile defensive line coupled with out air support, move the artillery we have left to cover them. Vernard estimate the chances of our forces defeating the Republic with acceptable losses."

The ghostly AI's monotone avatar blinked as it replied.

"Estimate a 21 percent chance of victory with losses mounting to 50 percent and with total destruction of enemy forces. We have a 72 percent chance of achieving victory but a 79 percent chance of our forces incurring losses of up to 80 percent."

Cursing he knew he had only one option and one more ace up his sleeve.

"Get me a line to Admiral White."

_**Command AT-TE**_

_** "**_The enemy forces have stopped advancing and they appear to be using their tanks and mechanized units coupled with their air support to form a mobile defense." Galle reported as the AT-TE, now with a new driver and a hastily replaced viewport shook as it fired it main cannon at the enemy far off in the distance.

Bly shook his head as the reports of the failure of his units to defeat the Terrans poured in.

First and foremost their armored forces, namely their tanks had taken his armor out of the equation and then proceeded to outmaneuver his forces allowing their mobile airborne and mounted infantry to flank his Clone Troopers, then the assault on the main defensive line had been a blood bath that turned from a pyrrhic victory to a slaughter by a heartless enemy firebomb air strike. His air support was almost all either downed or were pulled back to cover him and his core force.

He went from being the attacker to the attacked.

If there was one good piece of news it seemed that the UN Army had incurred enough losses themselves, no doubt mainly to the sheer numbers he had fielded against them, that they were clearly hesitant to finish him off without they themselves suffering unacceptable losses, though they were still doing hit and run attacks to keep the momentum on their side and not allowing his forces to dig in and keep from advancing , turning the battle to a bloody stalemate.

"Sir," another Lieutenant spoke, "General Shaak Ti is unable to make it planet side, she is helping the fleet with wounded on the Medical and support ships, they were struck by UNSC heavy strike bombers."

Several of the Clones, Galle included cursed at the news, however it was official now that he was no longer simply the interm commander.

"Get me a line to the Fleet." he ordered.

_**UNSC Warhound**_

"Transition into a orbit with the T7 gas giant successful, tightening the orbits of the fleet to allow the battlegroups to intercept at a 60 degree axis. The Republic fleet is also entering orbit, they are chasing after our particular battlegroup." MacArthur informed as the mighty and bloodied battleship increased its pitch and executed a burn to bring the interception point of the enemy fleet closer, as the Republic fleet was surprisingly fast.

"Take the safeties off of the Shivas and get ready to launch three of them, I want thirty missiles to hit them." Gregory ordered as the ship shuddered, the bluish gas giant passing under the fleet at a low orbit and filling most of the viewscreen as two of his remaining Cruisers passed below him, followed shortly by three of the Midlothian Heavy Destroyers, their thrusters burning a bright white as they accelerated to match the maneuver.

Two minutes passed by as he watched the enemy fleet of thirty ships, led by one of the Republic force's remaining Imperator Star destroyers, disappeared off of the screens due to the magnetic interference and the curve of the Jupiter sized gas giant.

That was the signal that he was ready to initiate.

The two separate UNSC Fleets, already on course to intercept one another further corrected their trajectories with one last burn to match the Republic fleet, the message sent moments before they too lost contact with the other task force.

If it worked the two fleets would intercept each other head on with the Republic fleet between them , the enemy helpless with UNSC forces "above" and "below" them, trapped.

And as the Republic fleet also could not see where his fleet was and so they would be totally unprepared.

"Time to intercept three minutes, " Captain Haithum informed him as the weapons officer reported that the weapons were optimal.

"_Please fall for it"_ he thought as the timer counted down and the Republic fleet began to faintly appear on the sensors, the curve of the planet coupled with the magnetic interference cutting the sensor range down to a scant three million miles.

"Time to weapons range thirty seconds, increasing to full military thrust." the weapons officer and the helmsman called out as the 2.4 mile long warship shuddered as its gigantic engines redlined.

The Republic fleet was in range of the optical telescopes, which projected the image on the video feed, first showing the Republic fleet as the twinkling constellation of lights and then zooming in to show the top of the lead stardestroyers and cruisers, which kept on their same course, their sensors also harmed by the radiation.

"Increase ECM to match that of the planet's natural radiation and magnetism, hopefully they will not see us until we are right on top of them. Switch to passive sensors and thermal sensors" Gregory ordered.

However in so doing meant that he could not use his primary weapon systems, his MAC guns as the electro magnets would cause the fleet to stick out like a sore thumb when they were charged, and the radiation of his and the Carrier's energy projectors were also out of the question, so he had to use his missiles.

"Range half a million miles, our Shiva's have an extended range lock." MacArthur announced as the gathering lights of the Republic fleet grew larger, they had to appear on their sensors any moment now.

"Launch them now!" he ordered with haste.

As soon as the words left his lips three dull popping thuds could be heard in the sections of the ship closest to the missile bay as three 100 Megaton Thermonuclear missiles shot away from the ship via their electromagnetically assisted launch tubes and joined the fellow missile contrails of the rest of the missiles the fleet had launched, forming almost an arrow of Thirty missiles speeding away from the fleet.

"Come on," he muttered looking longingly at the radar display.

Then to his relief thirty missile contacts appeared on the screen as they sped towards the Republic fleet from below.

It had worked.

"They have noticed us and are orienting to attack us, enemy counter battery fire is commencing on our Shiva's!" the radar operator yelled as the first heavy turbo laser blasts began to sail past.

"Go evasive! Turn the fleet to go behind the Republic ships and regroup. Status of the missiles?" he ordered and asked as the ship shook as a double blast of twin 300 megaton turbo laser blasts slammed into the ship, which took the punishment.

The video feed showed the missiles streaking towards their targets on seemingly random trajectories as the Shiva's were designed to "wobble" to avoid counter fire when nearing their targets unlike the conventional missiles. The sporadic Republic anti missile fire managed to down several but the fleet seemed to be ignoring the few missiles, thinking that they were only the conventional missiles used earlier, and only sixty of them would do little damage.

Just as the range dropped to a scant 50,000 miles and one of his Frigates spun out of formation belching fire from a quadruple blast from the heavy turrets on a Venator the streaks of light connected to their targets as the UNSC fleet, now in visual range, threw their ships onto a wild trajectory away from the hell fire that was about to happen.

It seemed serine for a full second as one, then two and then thirty and finally 43 suns replaced the tiny dots that were the outlines of the Republic warships.

Gamma radiation and EMP from the blasts wrecked the shields of the mighty Republic ships as 100 megatons of TNT tore open the shields and armored hulls of mile long warships with the heat of 1,000 Stars the size of Sol which instantly burned through thick duranium steel and turned armor into its basic elements.

The Imperator Star destroyer _Fossac_ shattered and vaporized from no less than three direct hits as its escorts were blown into hundreds of pieces.

The UNSC fleet shook as the dispersing plasma hit the ships, causing some to loose their footing and knocked out gravity plating on some ships for several seconds as Admiral White watched the display in silence.

When the light faded the largest piece of the Republic battlegroup left was the aft half section of a Venator that was almost burnt beyond recondition, the funeral pyre continuing its trajectory to begin its silent endless orbit along with the rest of the debris of the Enemy fleet.

Cheers from the bridge crews reverberated throughout the ships and the fleet as MacArthur turned to him.

"Congratulations sir, but I am afraid the situation on Cienna is looking doubtful and we have an urgent request from General Hudung."

_**RNS Resolute**_

"The...They are all gone sir, Commodore Sceriny's battlegroup had been wiped out." the Bridge officer informed him in horror as the fleets sensors registered dozens of large scale nuclear detonations in the lower orbit of the Gas giant sir, they fell into a pincer trap.

The sketchy communications from the Commodore's task force had all ended after he had engaged the Terrans whom had pulled a surprise flanking maneuver by using the planets gravity and the resultant magnetic and radiation interference to sneak up on him from "above" and "below" his respected position and launched missiles from close range after being almost undetected by the Commodore's sensors until it was too late.

"Thirty ships gone for the price of one confirmed kill," Admiral Yularen murmured as reports kept flooding in.

The battle was looking like an exercise in futility as the battle over the now trashed battle station was beginning to turn to the Terran's favor, and the main objective of capturing navigation data was rendered moot as the UN had some protocol that immediately wiped all navigation data and other sensitive data from its compute banks, as was found out when the specialists tried and failed miserably to crack the Terran's computer database, in fact they ended up having their computers wiped from a malicious AI.

The situation planetside could be described as a disaster, Commander Bly's forces were outmaneuvered and he had lost nearly half of his forces, not including those that were vaporized by a Nuclear strike.

His fleet was down to 78 Ships and most had incurred damage, as evident by the burnt remains of his flagship's flight ops bridge outside the port windows of the command bridge.

Worst still Aayla Secura's fighter had apparently been knocked out of action by the UNSC's cowardly strike on his Medical and Support ships , he had a recovery team that was towing her fighter back to the _Resolute_ , the Twi'lek having been knocked unconscious for several hours as the battles raged.

Shaak Ti had failed to even make it groundside as she was forced to help those on the remaining Medical ships deal with the carnage they were dealing with over there, and she was reporting back to him on the Flagship in several minutes.

The battle was lost, and now the Republic was at War with an enemy that had proven itself able to defeat them while outnumbered.

He had a growing knot in his stomach about the implications of such a thing.

However he still needed to deal with that fleet in order to get his forces out of the system.

Turning to the Holographic forms of his commanders he said what he thought he would never say, "Commanders it looks like we have underestimated our opponents, We will pull our forces back and withdraw."

He saw on their faces the grimaces.

"Yes sir" all but one answered .

The man who failed to answer was Captian Piett of the _Executrix_.

"But sir we can still defeat the Terran's, we just need to.." he objected.

"That is an order." Yularen sternly cut him off.

Piett had always been too aggressive for his liking, but he was a good captain and thus he would have to be put up with.

"We still need to draw that fleet off and engage them to allow our forces time to withdraw." he commanded as he rubbed his mustache.

Turning to the bridge crew he stood straight as he spoke.

"Have the fleet form into attack formation and meet the UN Fleet, we cant let them have a shot at the planet.

The UNSC fleet had regrouped and thanks to their slingshot orbit were accelerating towards the fleet at almost alarming speeds.

They were still some 30 million miles apart, the gas giant was a bright blue dot in the distance, and it would take nearly an hour to close that distance, but that was the point.

_**UNSC Warhound Launch Bay**_

John checked over his suit one more time as the Booster Frame, fully loaded and readied for launch, was lowered into position.

His MJOLNIR Mk. VII was in perfect order, and this would be the first time he got to use the latest generation of the most advanced series of power armor created in real combat.

The Mk. VII was slightly more bulky than its predecessors, but its capabilities left them in the dust.

In appearance everything looked similar to the older Mk. IV, save the helmet which was the same as the MK V and VII.

His suit had a new hybrid Plasma and fusion reactor that provided 4 times more power than the previous models and was actually half the size as the older reactors, which helped powered the other major enhancements to his suit.

On his back was a built in booster/ jet pack that took up much of the space left over from the older reactors, the folded up assembly small enough and built into the suit so that although he was a little bit more bulky, he could still hold two weapons on his back magnetic strips. The uses for that addition were tremendous, as aside from flight (which thanks to the near unlimited power from the reactor was almost unlimited) he could perform a maneuver that Kelly had created called Power Sliding, where he would balance himself like a baseball player sliding into a plate with his legs and his left or right arm and using the booster pack to push him forward, slide around enemy fire at speeds of 30 mph while using his free arm to fire his weapon, a technique that was invaluable for strafing and avoiding large volumes of fire.

Next were his shields, as expected they were far more powerful than before but what was really the improvement was that he could now shape his shields into anything he so chose, like a wall or an airfoil that could act as a parachute, allowing him to effectively enter an atmosphere (safely) without a SOEIV and land on a planet unharmed.

The armor of the was improved and thickened, the already impressive Titanium A, Vanadium and Ferro composite shell all but impervious to all but heavy weapons fire, a full clip from an MA6, around 20 direct hits from a Gauss Rifle, Half a battery pack from a plasma Rifle or Repeater, and several dozen heavy blaster bolts.

Next was the Reactive Liquid Metal Cyrstal layer, which was now even more refined allowing a further increase in his reaction times and strength by a factor of one over the already remarkable previous systems and the Spartan's Superhuman augmentations.

It was all topped off by a series of small micro conductors built into the hands and the shoulders which allowed him to power weapons with his suit, effectively giving the Spartan Laser MK II attached to his back unlimited ammo.

"You seem almost excited about the upgrades." Cortana spoke as the Booster Frame was lowered into position and the bay door opened as he prepared to launch.

"You got me, actually I have to admit I am impressed with the new Rifle John replied.

Before he had mounted Booster Frame one of the Weapons officers had given him a new weapon that ONI and the UN Armaments commission were testing.

He liked what he saw.

To the casual observer the weapon now attached to his back looked like an MA6 and MA5 but with one barrel like the BRM-99 Gauss Rifle and the magazine like battery pack in front of the trigger.

It was called the LAR, or Linear Assault Rifle.

It was a Gauss rifle that fired 8 mm rounds just like the BRM-99 but what made it special was that it had a built in energy capture system like those on the _Pillar of Autumn_ and all UNSC warships that was small enough to be portable.

What it did was where as a standard Gauss Rifle could fire one round per charge, the Energy Capture system built into the overhear barrel cowling recycled the electricity and immediately shunted it back into the rails until the charge ran out, allowing him to fire three round bursts of hypersonic 8mm Tungston every time he pulled the trigger, a major leap in technology.

The Scientist at ONI and Misiah Armories had claimed that this was the future or firearms, and he had every right to believe them.

The weapon also had a built in 30 mm grenade launcher under the barrel that was only a complement to the 90 rounds of 8 millimeters of tungsten it carried in its bullpup magazine.

He calmed himself as he did before every mission, waiting for the confirmation to launch.

Cortana then informed him of what he was waiting for.

"_Launching in 3, 2, "_

The Booster Frame's two oversized engines ignited as he gripped the controls.

".._One.. Launch!" _


	5. Chapter 5

**Thank you for all of the reviews, they are much appreciated.**

**Changes I am making, **

**1. The Warhound and UNSC Battleships like her have 34 Particle Cannons**

**2. UNSC Carriers now have just one heavy MAC, makes more sense,**

**3. UNSC Warlock Cruisers have 12 Particle Cannons**

**4. The "unique" MAC round the Chief uses in this chapter originates from Havoc-Legionnaire's Fic "Halo The Art of War", read it, it kicks ass.**

**NOTE TO READERS- The abilities of the Master Chief and Spartans, especially Spartan II's , aside from the addition to the jet pack on the MJOLNIR, are all 100 % canon to Halo. If you think that I am making this up then read the Halo books, especially The Fall Of Reach. What you see in the video games is very toned down due to balancing issues, which stem mainly from having to make Multiplayer balanced, and the fact that because the first Halo game was an early game on the original Xbox, they were not able to make it too flashy and toned it down too. The resulting success of the game made the developers leave the highly lucrative and successful system in place, they had no reason to mess with what was working. Future Halo games WILL showcase the true abilities of Spartans as described in the books. You can also see Spartans (including John and Kelly) in TRUE action in the Halo Legends movie "The Package" (aside from a ridiculous Japanese school girl looking Dr. Halsey that is cannon) It was the whole reason they made that video was to let people see the true capabilities of Spartans.**

**So for the love of god fanboys before you start bitching read that note above. If I get any flames saying that "You cannot dodge bullets and shit in the games" I WILL write you back telling you to both read the books and to screw off. **

_**UNSC Medusa Class Battleship**_

_**UNSC Warhound**_

"Execute!" Admiral White sternly commanded.

Just as he said those words space in front of the warship and the dozens of surviving UNSC ships distorted and ripped open to show dazzling blue tunnels of bright trans dimensional light in which the fast moving behemoths of armor and weapons, most of them sporting hull breaches or some sort of battle damage, accelerated into and disappeared.

The usual jolt of entering Slipspace shook the CIC and almost caused Gregory to loose his footing, but the grabbed a nearby handrail as the usual calm that was slipspace travel was only going to last at most a second longer as the fantastic swirling white and blue colors and particles that belonged to a whole different dimension began to tunnel into a hole that opened up to real space.

The remaining 39 ships of the UN Fleet shot out of slipspace as Admiral White felt the jolt of re-entry.

Looking at the displays and viewscreens the Admiral smirked as the fleet appeared in a high obit above Cienna, behind the Republic fleet which had been moving to engage them, now thanks to the inter-system jump they were millions of miles away, giving the UNSC precious time to regroup as well as giving the UNSC Orbital supremacy.

He didnt have to wait two seconds before he heard Captain Haithum speak up.

"Sierra 117 is away."

The Spartan II Commando shot away from the fleet on his Booster Frame, followed by 30 of the remaining Falken Starfighters, all of them pushing their engines past the redline and rocketing away from the fleet.

"Go get' em." he murmured.

Turning to the avatar of MacArthur he spoke.

"Have half the ODSTs get into their pods, we are going to take the remaining Republic ground forces and cut all their paths of retreat. Then I want the rest of them along with any shipboard Marines to get into Pelicans and take that station back before all those Republic pieces of shit can leave, we will give them one opportunity to surrender. If they refuse to surrender then kill them all to the last man. Have the fleet once their HEVs are away to form into formation Alpha and prepare to hold the enemy at bay. ETA on our reinforcements?"

Nodding the Smart AI flashed red before answering, his code running down his avatar's body quickening for a second before returning to normal.

"The Trafalagar Carrier battlegroup SCVBG-2 will be here anywhere from six to 12 hours from now." MacArthur noted.

Muttering a silent curse as he looked as the deceptively serine atmosphere of Cienna and the stars, he watched the screens as his orders were carried out.

"I dont think we will be able to hold them for that long."

_**RNS Resolute**_

__"They did what?" Yularen numbly asked, looking at the sensor screens that showed the empty space where the UNSC fleet had been moments before.

"Sir it appears that their Slipspace Drives allow for Inter-System jumps, they drew us away from the planet and now they jumped into high orbit. They are currently deploying what can only be their ODSTs we were briefed about to encircle our ground forces and to cut off our retreat from the battlestation, though most of them are away as is Jax and his core command are about to dock."

"Turn the fleet around and move to re-engage, ETA?" Yularen sternly commanded.

"At our current rate 45 minutes sir." the officers replied as yet more damage estimates scrolled down the screens.

Cursing Yularen sat down with a huff in his seat, the first time he had done so for the battle.

The ship wide com officer turned in his seat, "Sir our Hanger reports that Aayla Secura's fighter has been secured aboard and a medical team has removed her from the cockpit, her injuries are minimal and she was merely knocked unconscious, she will be coming to shortly."

The fleet looped back around and with their engine's flaring bright blue the remaining 78 Republic fleet accelerated back towards the UNSC fleet that they had formally been charging headlong.

As the _Resolute_ took the lead of the fleet along with the remaining four Imperators the radar operator came to Yularen's side.

"Sir we have thirty one contacts rapidly approaching the fleet, ETA around 20 minutes, profiles are those of Terran Fighters however there is an unknown at the front of the attack, shall I redirect our remaining fighters to intercept?

"Yes, have three flights of fighters Intercept."

_**UNSC Enactus Class Booster Weapons Assault Fighter Frame**_

"_Enemy Fighters incoming, shall we engage?" _the pilot of one of the Falkens in formation behind him asked as John turned to see through his HUD and zoom on his visor the Republic fighters moving to intercept them from a scant 1000 miles away.

Quickly doing the calculations in his head he took one look at the Republic fleet, still around 30,000 miles away and about another three minutes till he even got near them, the flight this far had taken almost 25 minutes due to the fast distances in space no matter how fast his Booster Frame and the engines of the Falkens could carry them, the colony world looked like the size of a large blue marble in his vision now.

"Yes, break off to engage, I will blow through their defenses, you should be able to draw them off." he answered calmly as he fired his thrusters in a long burn before cutting them off again, allowing momentum to take over.

"They will be outnumbered 3 to one." Cortana chimed as the UNSC Fighters broke off and engaged as the Chief sped towards his target, the fiery plumes of missiles and the explosions signaled the start of the dogfight.

"Wait, ten of those fighters are still on an intercept course!" Cortana warned as ten blips appeared on his radar.

Looking back he was able to make out the forms of ten ARC-170's hot on his tail.

Weighing his options John flipped over in a tight turn and accelerated towards the threat.

"You know you could have just outran them." Cortana stated with a huff as the oversized engines, which was essentially what the Booster Frame was, two large engines with extensive OCS pods, two 40 mm cannons, missile pods and a 130 mm MAC gun attached, flung the SPARTAN II Commando towards the enemy at breakneck speeds, the craft shacking beneath him as his armored hands gripped the controls.

Grinning he chuckled, " I thought I just might try shooting my way out, shake things up a bit."

"Caveman." Cortana jokingly teased.

The Republic fighters closed the range and opened up with their Blaster Cannons, hypervelocity bolts of green plasma and energy flashing by him as John threw the Booster Frame into wild maneuvers, dodging the enemy fire effortlessly with superhuman reflexes.

He let his adrenaline kick in as the infamous Spartan Time kicked in, the world seemed to slow down as his augmented eyesight and higher brain functions tracked, estimated, and calculated where the bolts were aimed at, allowing him to pilot the Booster Frame through the hail of fire with a near sixth sense, a function made all the easier with the Neural uplink that attached him to the fighter.

The range soon closed and as the two were about to pass each other, the Spartan at the last second jinked right into the path of the Clone flight leader and with scant yards to spare, let loose a quick burst of 40mm AP High explosive rounds into the cockpit, tearing the fighter into two as the Booster Frame and the stricken 170 flashed by each other, the Master Chief pulling up just in time as he flipped the craft over and reversed his thrust, giving him a wide open shot at the backs of the Republic fighters who were about to break apart and come about, their sobering experience with the UNSC Fighters teaching them not to dogfight with them like that.

However John had the luxury of time offered him by his reflexes, as such he had several precious seconds to line up a shot and take it.

Not that he needed hardly a second.

Switching to his missile pods he was welcomed with locks on all but three of the fighters almost immediately.

He pressed the firing studs as 13 micro missiles the size of a Jackhammer Missile shot away from "wings" of the Frame as John fire walled the throttle and gave chase, reversing his position and heading.

The Missiles shot away and closed the distance in seconds, the fighters performing wild maneuvers to dodge but only 3 were successful, four ARC-170's were reduced to debris clouds as John lined up his next kill, the Clone's maneuvers doing nothing to throw him off.

Letting loose a second long burst from his cannons John's fire ripped the port wing off of the 170 before a secondary explosion finished it off.

The remaining fighters were soon to get a bead on him as they reoriented themselves to fire on him.

Seeing this he flew through the dissipating fireball he spun around on his axis, targeting a 170 and before the pilot could evade or fire on him, put a two second burst into the nose of the starfighter, the rounds destroying the reactor and killing its occupants as his wingmen sent a flurry of cannon fire his way, which John snap rolled away from and firing a long burst cut his speed as the fighters suddenly found themselves the prey, the first one shooting by.

John simply spun around to track the hapless victim and with a short burst rendered it a cloud of shrapnel.

The second fighter, having seen its error and being quicker to react, almost threw his engines into full reverse thrust as he dove "down".

Incidentally he perfectly matched the speed of the Master Chief and came along side him not twenty yards away.

For nearly two seconds the Pilot and co-pilot simply stared at John, Cortana letting loose a small chuckle before in a flash John reached and pulled his LAR off of his back, at the same time rolling his Booster Frame over and with one arm fired four three round bursts into cockpit, shattering the cockpit and riddling the Pilot and co-pilot with 8mm hypersonic tungsten and covering the cockpit with gore.

"Nice." Cortana noted as John rocketed towards the looming Republic armada.

"I thought so myself," John replied as he re slung his Linear Assault Rifle, his mind only focused on his objective.

_**Resolute, Turbo Lift En Route to Bridge**_

"Your vitals are fine and..."

"I am fine." Aayla huffed as she cut the medical droid off, rubbing the side of her forehead where there was currently a bacta patch where there was now a nice gash where her head had slammed into the control panel on her fighter.

She had woken up after being knocked out for nearly five hours in the hanger bay of the Resolute, and when she was updated on the situation she had to ask again to make sure she had heard correctly.

"_Why did I fell that this was going to happen?" _She thought as the doors opened up to reveal the bridge of the flagship.

She immediately noticed the toll the battle had taken on the crew, and no where was that more evident in their emotions, which even without reaching out into the force she was able see how distressed, worn, and angry the officers, clone and non clone alike, felt.

As she walked towards the front of the bridge she got the full gravity of the situation when she laid her eyes upon Admiral Yularen.

Sitting in his command chair looking at yet more read outs the man looked warn, haggard and exhausted.

The top button on his uniform was even unbuttoned.

He turned around and let loose a thin and forced smile.

"Aayla it is good to see your are alright, your actions saved thousands of lives."

"Dont thank me sir, it was my duty, and I still failed." she sighed as her leeku twitched.

Yularen sighed, "Aayla we have all failed today, we completely underestimated our opponent, an opponent who wages war in a way we were unprepared for."

Aayla solemnly nodded as the radar operator turned, "Sir the unknown just took out the ARC-170's we sent to intercept and is heading straight for the fleet."

Yularen cocked his eyebrow, "It took out ten 170's by itself that fast? Put it on screen."

"Yes sir."

Aayla and Yularen looked at the holoscreen as the image snapped on.

What they saw was...surprising.

"What in the name of.." Yularen muttered as Aayla simply stared.

What she saw could only be described as a swoop bike with two oversized rockets with two large cannons, missile pods and a gigantic cannon slung underneath that ran the entire length of the fighter.

However it was what was seated at the controls of the fighter that grabbed her attention.

It was that armored being that was on the bridge of the UNSC flagship, the supposed super soldier.

The two watched as the fighter recklessly sped towards the fleet, its intent was clear it neared weapons range of the fleets defenses.

"That thing is going straight for us!" Yularen gasped as Shaak Ti and a begrudged looking Jax entered the bridge.

"What did I miss?" Jax asked as the first bursts of fire leapt from the massed Republic warships.

_**UNSC Booster Weapons Frame**_

__"Here comes the fun part." John chuckled as the first blasts of anti fighter blaster fire shot towards him.

"You know most people have a more "normal" definition of the word "fun"." Cortana joked as John easily dodged burst after burst of turbo laser fire from one of the leading Star Destroyers, the amount of fire coming towards him that he literally flew through and between with usually scant inches to spare looking like a wall of green fire.

As the Spartan flung the Booster Frame on a wild course that had it shooting across the lateral hull of the star destroyer and past weapons ports that could not get a shot off at the small and insanely fast target John snidely replied, "I guess it is good that crazy is what gets you going."

Passing the lead enemy warship a flight of V-wings tried and failed to stop the Spartan II Commando's rampage, three of the fighters spinning away helplessly adrift as they were perforated by the Booster Frame's cannons; John simply shooting past them.

All the while the Smart AI tried and actually failed to come up with a sarcastic reply of her own, Cortana finally simply, and with great effort, replied.

"You win that round Neanderthal."

Grinning John flipped the craft over in a wild spin as he shot the fighter on a new course, directly into the path of the Republic flagship, which was now scant miles away.

Dodging more fire Cortana brought up a layout of the Venator on his HUD.

"The main hanger bay entrance is at the bow of the ship, that will be out easiest point of entry. Though we need to get through those blast doors that it has up."

"Thats why we have our MAC gun and that new round ONI gave us to try out." John replied as he gingerly patted the controls for the primary weapon.

Cortana shook her head.

"As much as a good idea as it is it just sounds...idiotic"

John nodded his head in agreement.

"True, if one thing goes wrong when I pull the trigger we turn into a small nuclear explosion." he paused before adding.

"How relaxing."

The weapon that they were referring to was not so much a weapon but the round of which the small MAC gun the Booster Frame carried would fire.

To put it simply it was a nuclear MAC round with a explosive yield of half that of the Hiroshima bomb, not much but when it exploded point blank with the kinetic energy of the shell also transferring itself onto the target it didnt need to be big, plus they didnt want to destroy the target.

The way it worked was actually deceptively simple.

The shell contained a small amount of depleted uranium with a core of lithium deuteride. The shell itself was also a hollow point, which when the round came into contact with the target, shields or not, would thanks to the extreme forces create a fusion pulse through the lithium deuteride that would transmutate the depleted uranium to Uranium -235 that would then through a fission reaction produce a nuclear detonation. This one half as powerful as the Hiroshima bomb coupled with the kinetic force of the MAC round itself and the intense point blank gamma radiation and extreme heat of the blast, would be more than enough to rip open the bow of the Stardestroyer even with its shields up.

"Anyways the MAC is fully charged, however you may want to get to within two miles to get a perfect shot off, plus those V-Wings are back on our tail." Cortana warned as blasts of energy began to fly around the Booster Frame from behind.

Flipping the craft over John watched as the four fighters closed within 300 yards, John not able to dodge all the shots as a trio of fire impacted the shields.

Reaching back to his implant he yanked Cortana out of his helmet and put her into the data port on the Booster Frame.

Clearly taken aback and by surprise Cortana cursed.

"What the hell are you doing?"

Unplugging his neural uplink from the fighter John pulled his LAR off of his back and with a simple reply that was full of amusement he chuckled.

"Something unusually stupid. You have control."

Before Cortana could argue John pushed himself off of the Booster Frame and away from it.

The momentum of the fighter transferred to him as for three seconds he stayed almost at the same speed of the Booster Frame, the grey hull of a Republic Victory Cruiser flashing by barely three hundred yards away as the weapons ports could not fire on him, he was too close and now that he was "inside" of the Republic fleet they would risk hitting their own ships.

The Booster Frame then shot up and away, accelerating far faster without a human, even super human, to slow it down as Cortana threw the fighter into dazzling maneuvers that not even a Spartan could perform without risking injury.

"You better at least have some sort of clue what you are doing." she paused before huffing, "You dont do you?"

Letting loose a rare snippet of laughter the Master Chief amusingly replied, "Nope".

After saying that he let loose a small burst from the MJOLNIR's Booster Pack as he aimed at the cockpit of one of the remaining two fighters that had not pealed off to get Cortana.

The Clone's seemed confused as they tried to decide if what they were looking at was the form of an ejected pilot or a threat, the Clone's making the irreversible mistake of hesitating and letting John with on last burst close to a mere hundred yards as the stern of another Republic warship, this one an Acclamator began to pass by.

By the time they realized they were in danger it was too late.

Sighting with the weapon he pulled the trigger once, the small recoil countered by his suit's booster pack.

The 8 millimeter rounds punched clean through the canopy of the V-wing, turning the canopy red with blood and brain matter.

Seeing him the second V-Wing began to wildly fire at him, the craft unable to achieve a lock due to the Spartan's small profile.

Triggering his boosters he dodged another burst as he accelerated forward, cutting his speed as he "sprung forward".

Warning sirens in his helmet went off as his right side suddenly warmed up as a blaster bolt flew past not three inches from him, his visor forced to polarize all the way as the shields flared.

Closing the range to fifty yards he again sighted his rifle on the cockpit of the fighter, killing the pilot before he could attempt to roll his ship, the V-Wing spinning away aimlessly before slamming into the shields of yet another passing Victory Cruiser, this one with obvious battle damage.

"You need a pick me up?" Cortana asked as she came looping back around with the other two V-Wings behind her.

Placing his LAR on his back as he flew past the blackened dagger bow of a damaged Venator Destroyer he switched to his Spartan Laser and quickly sighted the third fighter in.

"Would you mind doing something about these guys?" Cortana asked as she rolled away from a stream of blaster fire.

Just as she finished her sentence John depressed the trigger.

A blinding red beam of light swatted the fighter out of the sky as its wingman threw his fighter into a series of evasive maneuvers to throw off John's aim, only to have Cortana flip the Booster Frame over and finish the Clone Pilot off.

"And what do we say?" John asked with a small grin as he fired a burn from his booster pack to intercept Cortana who was coming alongside him.

As he retook the controls of the craft from the AI Cortana huffed in playful annoyance.

"Thank you sir." she paused.

"Dont get used to that. The _Resolute _is dead ahead, and the MAC is ready to fire."

John looked to see the looming dagger form of the enemy flagship, not four miles away, anti-aircraft plasma fire rising to meet him as he began to target the hanger bay doors.

_**Resolute **_

"What in the name of the force is that thing?" Shaak Ti asked as the holoscreen showed the armored soldier as he got back on the strange fighter after dismounting and taking out two V-Wings by shooting the pilots and subsequently taking a third out with a overpowered laser cannon.

The fire from an entire fleet and flights of fighters had simply been brushed aside as the super soldier.

"Do we have any idea what that thing is?" Yularen asked as the bridge intelligence officer finally came up with a result.

"Sir our intel does not know much about them, but apparently it is called a Spartan. What we do know we only know from Terran and Sangheilli reports and video's of the Terran Covenant War, but by all accounts these Spartans are supersoldiers of the UNSC." the officer answered.

"Looks like your instincts were right." Jax told Aayla as she merely nodded, Yularen interrupting.

"Do we know anything about their abilities?" he asked.

"Aparently from what I can tell these soldiers are one man armies." the man gulped.

Jax snorted, "Please , your joking right?"

The officer shot the Jedi a fuck you look before answering.

"We have accounts from the leader of the Sangheilli that these Spartans would single handedly face down thousands of the best warriors of the Covenant and win. One of them called the Master Chief was responsible for almost single-handedly ending the Covenant war and was the one responsible for destroying the Halo superweapon array built by the so called Forerunners. John 117 was what they called him I believe."

Yularen looked a the tactical display at the oncoming UNSC fleet, which would start shooting at him shortly before Aayla felt one of those strange feelings in the force that told here something important was right in front of her.

"Officer, can you please zoom in on the image of the Spartan on the fighter?" she asked the intel officer who quickly complied, bringing up a still image taken from one of the many video feeds in the fleet.

Her eyes looked at one number on the front breast plate of the super soldier.

It matched.

"By the force," she said aloud as she took a step back, the eyes of the group following her.

"That is the Master Chief, the number on the front of the soldier's armor reads 117."

Yularen raised his eyebrows as Jax and Shaak Ti leaned in close to see for themselves.

"Huh, well how about that." Jax said sarcasticlly.

Shaak Ti looked at him with a worried look.

"Jax I dont know if you can feel it in the force but I feel like we are in danger."

Aayla nodded in agreement as worry began to seep into her thoughts, though her hardened mind simply ignored them after taken note of them.

Jax snorted, "Really what is the worst that one man can do? Beside's we are Jedi, he hasn't face us in battle yet. There is no way that he can be worse than General Grievi..."

"That fighter is firing on us!" an officer yelled before a massive blast threw them all to the deck.

_**Booster Frame**_

__"Well we're not dead." John breathed as he felt his fear subside as the nuclear fireball dissipated in front of them, revealing a blackened and ruptured hull and more importantly, a ripped open bow hanger bay door that was quickly closing to keep men and equipment from being exposed to hard vacuum and sucked out, though there were several dozen that were unlucky enough to have been close enough to the blast.

"Worked better than I thought, now go Spartan shoot the gap." Cortana urged as the Booster Frame shot forward with every last bit of fuel being pumped into its afterburners.

John watched the doors close in slow motion it seemed, the whole scene taking forever as the fighter came closer and closer to its goal.

"Come on." the AI urged as with ten meters to spare the fighter shot through the gap and into the hanger bay.

Without hesitation and in one fluid movement John back flipped off of the Booster Frame with crashed at full speed into a secured ARC-170, both turning into an expanding fireball as using his booster pack to slow down John landed, rolled to his feet and before the expanding wall of fire and debris consumed him, threw down a bubble shield.

Outside of the protective bubble of the shield fire consumed everything.

_**Republic Trooper RT-2950**_

_** "Taqu"**_

__"All troopers form up and watch for any intruders!" Taqu's Sergeant ordered as he along with a full platoon of Troopers charged their blasters, the clones on the other side of one of the hanger's force fields that had been erected as a bulkhead as the Terran or whatever the hell was piloting that odd fighter by some stroke of luck had broken through their defenses and had blasted their way into the ship.

The force field dissipated as the fireball subsided, revealing the twisted hulks of docked starfighters.

"What in the name of kryff is that?" the Trooper next to Taqu asked as the smoke revealed a glowing golden transparent globe were nothing should have been.

In the middle of the orb was a armored giant, standing easily seven and a half feet tall and covered from head to toe with intimidating green armor complete with a full helmet and a golden reflective visor. On top of that the Terran was carrying enough weapons to fight a small war

"_Just one against all of us?" _he thought to himself as the protective bubble suddenly vanished, the being bringing his rifle to bare as the Sergeant shouted.

"You have no hope of defeating us or much less leaving here alive, surrender now or you will be allowed to live..."

The sergeant never finished his sentence as a trio of loud barks and a vapor trail from the thing's rifle ripped the clone's head off in a flash so fast that they could hardly see the thing raise its rifle.

Before the Sergeant's mostly headless body hit the ground the world seemed to end.

_**Master Chief Petty Officer **_

_** Spartan Class II Super Soldier Commando**_

_** Designation Number 117**_

__"I never was the talking type." John said before he shifted his target to the rest of the 20 odd clones that were in his way.

As those words left his mouth time, which already seemed to move slower for Spartans to begin with , slowed down as he pulled the trigger on the LAR again, the electromagnetic coils spitting out a trio of 8 mm tungston rounds at 3,000 meters a second, the slugs splaying open a Clone nearest to him, John almost able to catch a quick glimpse of the rounds.

John sprung forward as the first blaster bolts began to sail towards him, pulling the trigger on the LAR as fast as it would allow, taking out two more troopers as a trio of blaster bolts, their speed almost in slow motion sailed straight towards his head.

It was like watching a movie frame by frame

as the Spartan dodged the bolts with a simple twist of his torso, mowing down two more clones as he swung his reticule over them, looking like a green blur as blue blaster bolts which were on target to hit the super soldier instead passed through air where the Spartan was a split second before.

Using his forward momentum he cart wheeled through the air, firing as he went before landing on the ruin of a starfighter as he sidestepped another flurry of blaster bolts.

"Line them up just nicely." Cortana chuckled as John triggered the 30 mm underslung grenade launcher, blowing apart a group of three clones.

As fast as he jumped on the wreck had leapt off, flipping through the air before landing in the center of the remaining clones, pulling out one of the two SMG's attached to his hip with his left arm and holding the large rifle in his right he let loose a hail of projectiles as bolts of superheated plasma slamming into the protective golden shields of the MJOLNIR suit.

_**Bridge**_

__"By the force!" Yularen watched in awe an horror as the Spartan simply cut down the last of the reaction force with arrogant ease.

Turning to Jax and Shaak Ti, both of them unable to hide their looks of shock, the Admiral barked.

"Get down there and deal with that thing. I have a battle to fight."

"Yes sir!" Aayla and the three replied as the turned to run towards the turbo lift, Jax being the first to be there, his impatience at not having been able to see much action against the Terrans showing as he did not wait for Shaak Ti who stopped Aayla.

"I need you to stay here and protect the Admiral in case the super soldier gets through us." she spoke as she threw off her regal robes.

Aayla tried to argue but the Master cut her off, "Aayla I have a feeling in the force that that Master Chief may break through us, if what they say about him is true then he and others like him have more experience than any person in the galaxy and a tougher opponent than Grievous."

Slumping her shoulders in defeat Aayla nodded.

_**Hangar Bay**_

__"So any ideas on how to get through them? Or are we going to just pound our way through again?" Cortana asked as blaster bolts flew by John as he sprinted at nearly 45 mph, leaping over a docked Eta-2 in one bound in the process.

Focusing on one thing, his objective; the battle hardened veteran merely grunted as he cut down another group of Clone Troopers with his LAR, the loud deep claps of hypersonic slugs being accelerated to more than 3000 meters a second sounding all the more alien against the hisses of Blaster bolts.

Taking cover behind a docking bay for transports he checked his rifle he simply answered, "Well it seems straight forward enough."

Coming around the corner of a shuttle docking station he rocked the trigger as he shot three more troopers as the other dove for cover, blaster bolts impacting all around him or simply dropping his shields by a fraction.

"Behind you coming out of the elevator!" his AI companion warned as the doors opened to reveal four troopers, all of them with the heavier and oversized blaster rifles that some carrier, moving out to hit him from behind as they were picked up on his motion tracker a second later.

In a movement that could hardly be tracked by the human eye or most eyes of sentient beings John again put his rifle in his right hand, firing to keep his attackers in cover, brought his left leg up enough for his left hand to pull the M6E Magnum off of his ankle holster and as he placed his leg back on the ground brought the oversized pistol up and fired both weapons.

The semi auto pistol's deeper reports that each sent a .50 caliber pistol round full of explosives and a full metal jacketed slug were so fast that the weapon sounded like a short burst from an SMG.

The weapon in reality fired four times, each expertly placed shot from 20 yards hitting it target in the head, showering the inside of the opened elevator with blood as one of the bodies of the Troopers, missing most of its head, fell back into the elevator which promptly closed and went back to whatever deck it came from, leaving the next users a gruesome discovery.

Placing the pistol back in its holster he threw one of his grenades at a stack of fuel crates and a docked Eta-2 Interceptor thirty yards down the Hangar and on the opposite side before immediately ducking back into cover as several shouts of shock from his enemies could be heard before the whump and thump of a fragmentation grenade went off followed by the much larger explosion of the fuel and ammo cells which shook the deck and actually caused the Spartan to loose his footing as debris flew past his cover.

Waiting for several seconds in case any secondary's went off he spun out of cover and charged into the burning wall of fire and debris that now left a blacked and in some places warped hangar deck.

"800 meters to go until we hit the main turbo lift, when we get there a compute access point is also right there so I can hack into there systems and cut off commands from the flagship, should give whats left of the fleet a much better chance at winning"

"Got it." he answered as he reloaded his LAR and charged through the flames, his shields recharging to full power as the inferno lapped at the golden shield.

Waiting on the other side , the suprisingly large hanger bay still partially full with starfighters ready to launch and attempt to kill more UNSC servicemen seemed to stretch all the way to the stern of the ship, was nearly what seemed like a division of Clones, most of them ready and waiting as a wall of fire greeted him.

The Spartan surged forward and sidestepped several larger blasts from a E-Web in a blur as he fired from the hip, cutting down several clones in the process as he dove into cover, the constant wine of Blaster rifles and the impacts of the bolts around him sounding like a symphony for destruction as the pile of debris he was hiding behind began to be blasted apart into pieces of ozone.

Popping out of cover he took out four clones in quick succession with four well placed three round bursts before diving back into cover, his shield nearly collapsing from the amount of fire hitting him sending his warning sirens in his helmet ringing.

Knowing he couldnt afford to be tied down in a shoot out for long John placed his LAR on his back as he pulled out all off his all but one of remaining grenades, pulling the pins on them as he three all three grenades at once, two plasma grenades and a frag.

His aim was straight and true as the grenades all landed behind the crates that the Republic troopers were using as cover, one Plasma actually sticking one unfortunate Clone in the arm as the frag bounced once and landing near under the blast shield of the E-Web that was firing non stop.

The explosions that followed thinned the number of enemies down and forcing the rest into cover allowed the Spartan to pull out both of his M7 SMGs and charge.

The first clone to pop out of cover received a full six 9mm FMJ rounds to the face and through his helmet as the remaining Clones, these all on a raised platform forty yards away and all of them firing as fast as they could.

Running at full tilt the super soldier covered the distance in under three seconds as he dodged three more bursts of blaster fire before leaping into the air.

His augmented senses kicked in as time once again slowed to a crawl as he hung in space, a blue bolt of plasma sailing past him as he flipped himself upside down and over the heads of the Clones, the action to them so fast that they could not keep up.

Spinning through the air he cut loose with both weapons, sweeping them along the Troopers torsos, then the tops of the heads and then backs before he landed back on his feet.

The whole action lasted two and a half seconds and left seven Clone Troopers riddled with fist sized holes and warped and punctured armor.

Running again at full tilt he pulled out his LAR again as it seemed like a had a clear shot the rest of the way , nothing in his path for the rest of the 400 meters to the end of the Hanger bay.

It was not to be.

"To your right coming up the aircraft lift!" Cortana warned as out of the corner of his eye nearly two dozen Clone Troopers, all heavily armed, two with Missile Launchers came up the lift and unleashed the full firepower of their weapons, two missiles streaking towards John as the first hit 10 yards behind him and the second seven yards to his left, the explosion nearly knocking him off of his feet as his shields were nearly depleted.

Knowing he had only one option he put his right foot down in front of him and with his booster pack power slid forward.

The speed and his smaller profile allowed the blaster bolts to sail over him as he returned fire as he was propelled forward, taking down five of the clones and knocking another two on their asses as he rolled and leapt out of the slide into cover as the clones ran forward.

"Come on." he breathed as he willed his shields to recharge, which did a second later as his cover, a loading lift for LAAT's began to be blown apart by blaster fire.

Checking his motion sensors and Radar he counted around twenty five of them, he could thin them out but he would have to go and get up close and up close and personal.

Seeing that the LAR would be unwieldy in close combat he switched to one of his M6E Pistols and a tri sided ten inch combat knife in his left hand as with all of his strength leapt up into the air nearly twelve feet.

As he flipped through the air adrenaline poured through his body as for the fourth time his Spartan senses processed information at much higher speeds, raising the M6E he put one round clean through the visor of one clone, repeating the process with two more clones as he landed right in the center of the group.

Again it was a frame by frame movie that only the Spartan could see in full as he dodge a trio of blaster bolts at almost point blank, emptying the mag in his M6 into the guts of two charging Troopers before he rolled to his right, dropping the empty pistol and unleashed a vicious kick to the knee of a clone, snapping it like a twig and in a fluid movement grabbed the unlucky Republic soldier and spun him around in front of him, bending over at the same time to take the impacts of plasma aimed at him.

The shock of hitting one of their own gave him a second to leap the small distance towards his next two victims, who hit his shields three times with their blasters before John sunk his Knife through the top of a Clone's head, the plastoid armor giving in to the sheer speed and force behind the blade.

The Clone next to him tried to give him a brutal bash to the skull with his heavy blaster rifle, but had the Chief block his attempt with his free hand, grabbing the man's wrist in mid swing and snapping it.

"Behind you!" Cortana chimed as John snapped a glance as he stopped the man's melee attack to see four charging Clones with Vibro blades drawn, intent on cutting him up, the Clone's having also thrown off their helmets in rage showing the same face of a young darker skinned middle aged man with a strong brow.

Without a thought he used the Clone's momentum that he had in his hand and with little effort flung him into the path of the first clone, hitting the Trooper with his wounded comrade as John pulled the knife out of the stabbed trooper's skull and threw it at the second charging Clone, the blade sinking to the hilt into the man's throat and out the back of his neck.

By that point the other two were on him as the first swung at him, which John dodged in a blur of superhuman speed let loose a simple left hook, hitting Trooper in the side of the face with the speed similar to a cobra strike.

The unfortunate man's neck snapped as the bones in his face immediately gave in to the armored and super fast speed and force of the Spartan II's fist, the man crashing to the floor limp, blood following him.

The second clone was right behind him, his vibro blade raised for a downward slash as John used his momentum from the left hook and with a roundhouse kick put his foot into the back of the Clone's skull, which immediately caved all the way in.

The remaining ten clones, now with a clear shot and only ten yards away, let loose.

John dodged as many as he could but as close as he was it wasn't enough, his Shields overloaded and with a flash of electricity winked out of existence, a trio of blaster bolts hitting the armored shell of his chest plate, though they were easily stopped.

John never the less felt the impacts as he rolled back wards and in a single motion, pulled out his SMG's and cut down the rest of his enemies in a single long burst as he emptied his weapons.

"I cut it close, could have been better." John scolded himself as his MJOLNIR suit informed him that his armor integrity was holding at 90 percent on his chest as he retrieved his weapons and began to run the last two hundred yards to the turbo lift.

"Status of the fleet?" he asked Cortana as she immediately replied.

"We have maybe a minute till the weapons start shooting"

"I need you to do whatever you can once you get inside their computer network to hamper them as much as possible, use their weapons against them if you can." he told her as he got ready to insert Cortana into the data port on the Computer terminal.

He then looked on his motion tracker to see, to his dismay, two large contacts coming from behind him up from what had to be a vehicle bay.

"Great." he mumbled as he pulled out his Spartan Laser and activated it.

Out of the bay on two opposite sides of the trashed hanger deck came two walkers, a, AT-ST covered in guns that could tear him apart as a smaller AT-PT , itself not much smaller than a hunter yet still dangerous came out of another side of the trashed hanger bay.

The AT-ST sighted him as fired its main cannons at John, who leapt away as his shields deflected the extreme heat but none the less the Master Chief felt his body heat up.

He would not give the war machine a chance to hit him however as he Fired his Spartan Laser into the main joint on the walker's right leg, the walker's leg blown and burned apart as it fell to the deck with a crash.

The AT-PT let loose a stream of blaster cannon rounds towards John as he ran toward it.

As his shields again dropped dangerously low he jumped up and with his suit's built in jet pack rocketed above and just past the walker, the Spartan flipping over and landing right behind it before it could turn around.

John grabbed his last grenade, a plasma, and slammed it into the drive unit of the machine and rolled away.

Two seconds later the AT-PT went up in a fantastic explosion, showering bits of debris all over the wrecked hanger as John strode over to the data port and slid Cortana into the computer port.

Her avatar appeared as she smirked.

"Good job, I'll do my worst..."

She didnt finish her sentence as the turbo lift doors opened.

_**Hangar Bay, Exiting Turbo Lift**_

When the doors to the hangar deck opened, the first thing that Shaak Ti noticed was the putrid smell of ozone and fumes from fires.

Jax, having managed to wait for her on the journey to the hangar bay, battle damage having forced the Jedi to take alternate routes, coughed as smoke wafted into the slowly opening turbo lift.

"What the he..." he didnt finish as the doors fully opened.

What Shaak Ti, the veteran Jedi Master saw was carnage, pure utter carnage.

As her eyes looked down the hanger she took in the sight before her.

Halfway down the launch bay a starfighter was ablaze, an AT-ST on its side with most of its main drive on blown apart, a smaller AT-PT was turned into a collection of burnt parts with the only discernable part a burned our cockpit, and beyond that the deflector shields at the bow of the ship were up to keep the air from escaping to vacuum, the area beyond that exposed to space.

But what grabbed her attention and refused to let go were the bodies of Republic Clone Troopers, their armor perforated and ripped open by a massive amount of force, their bodies torn open spilling blood and gore on the deck.

The blood seemed to flow like a stream.

"One man di..." Jax didn't finish his sentence as they looked to see the perpetrator.

Standing twenty yards away from the lift, standing next to one of the computer terminals was the behemoth standing 8 feet tall and covered in advanced looking green armor from head to toe, complete with a noticeable burn mark on the left side of its chest most likely delivered from a blaster was the Spartan.

And his rifle was aimed directly at them.

"You..." Jax spat as he activated his lightsaber with a snap hiss, throwing his outer robes away.

Shaak Ti was more cautious as she reached out into the force, activating her own saber too.

She searched the force for the presence of her first encounter with a Terran.

It was true.

Instead of sensing the man's presence in the force, she sensed an empty void, almost like static, yet she could sense that he _was_ there, but only if she really focused her powers.

The super soldier answered with a hint of cynical humor , "Yes Jedi?"

Jax, his frustration and short temper that always plagued him took over.

"You will pay for that." he shouted as he wrecklessly charged forward, his lightsaber held low.

Panic surged through Shaak Ti for a second as she shouted, "Wait Jax! You can't..."

She didnt get to finish her sentence as the Super soldier's weapon barked three times.

Ti watched Jax shift his grip on his lightsaber almost in anticipation to deflect blaster bolts, but it mattered not, even if he wasn't already not fast enough he was finished.

In his haste he forgot that lightsabers were useless against projectiles, no less hyper velocity 8mm slugs, partially as he had actually yet to see combat against the UNSC during his tenure on the UN Battlestation, the man forced to direct the battle from afar.

As such Shaak Ti watched Jax's body wither and his torso have three fist sized holes be taken out of his body, tearing most of his upper torso apart in a bloody spray, the Jedi letting loose a short scream before he fell to the deck limp.

Ti felt the force warn her of danger as the Spartan began to shift its aim towards her, the man clearly taken aback by the Jedi's hapless action.

With out a second's hesitation she extended her hand and using the force knocked the weapon out of the soldier's grip, though it took a considerable more amount to do so.

"_Give me strength"_

_**Master Chief**_

"_What the hell?" _John thought as he felt his rifle be torn away from his grip by some invisible force.

His mind snapped to as he saw a shimmer of air burst from the alien woman's left hand and before he could move hit him like a Football linebacker, throwing him through the air for twenty feet before he flipped over and landed on his feet with a thud.

"_Is this the Force that they speak of? How the hell is this possible?"_ he thought as his mind ran through the possibilities and the ways to counter this new threat.

The woman sent another "burst" of almost invisible energy towards him.

However John was ready for it this time as he sidestepped the energy in a blur of superhuman speed, pulling out his Energy Sword from his back compartment and igniting it with a flash.


	6. Chapter 6 Part One

-1_**Alpha Rendara System**_

_**RSD Resolute Computer System**_

_**2561 Terran Calendar**_

In the world of cyberspace, a world defined by zeros and ones and countless exchanges of data and code, an advanced program streaked through the calm and ordered regions of the Republic computer system wrecking havoc and creating chaos.

Firewalls and anti virus software tried to stop the code but were frozen and deleted line by line of code in a span of time so fast it was incomprehensible.

It was a digital battle between millions of Republic virtual armies against one seemingly unstoppable foe.

That foe happened to be the most advanced compute software in the known galaxy aside from Forerunner relics, though it itself rivaled known relics in power.

It, or she as the program called itself, was so advanced that it was able to name itself or even desire one. A program so fast and so infinitely complex that it was a copy of the most complex machines in the galaxy, the human mind.

So advanced was this program that it was beyond the artificial intelligences that populated the galaxy , most notably the UN.

No, this program was true sentience, true emotions and true life likeness, not just intricate copies of one to mimic sentience with preprogrammed actions and reactions that numbered in the trillions.

No it was _true_ artificial intelligence.

It was the first metastable Terran AI.

She was Cortana.

Cortana could not help but giggle like a schoolgirl as she repulsed and deleted yet another hundred thousand attackers from the Republic spy ware systems whose attacks were so futile Cortana had to try to notice them as she casually cast them aside with impunity.

"I must say I am disappointed with their spy ware and anti virus systems, totally inadequate for the UNSC during the Intersystem War." she sighed as she took down barrier after barrier that stood in her way to her goal, the communications of the enemy flagship.

With one last digital "punch" she burst through the last firewall and into the systems for the comms that helped organize and lead the fleet that was determined to destroy the UNSC.

Smirking she cut the life from the Republic system, locking them out of their own comm arrays as she used the inter ship camera system to take a look at the situation in the real world, the world where John was.

Taking a quick "moment" to make thousands of copies of herself to inuate the system and secure and expand her "beachhead" in the system, Cortana looked on as John ignited his Sangheilli Energy Sword and charged into battle against the Jedi.

Cortana wished she could do more to help him, but he had faced fare worse and had almost literally ran through hell to save her. As much as she longed for him she also knew that he would be fine, and she had a job to do.

_**Resolute Bridge**_

"We just got locked out of our communications and we have lost control of the Helm and our primary weapons!" the Helmsman and the XO frantically cried out as Yularen and his crew slowly began to become helpless passengers on their own ship.

"What in the name of the force is it!" he called out he watched his fleet charge into battle with no direction from him as the infected _Resolute_ began to drop out of formation, its engine's cutting their power without the will of her crew.

"Is their anything we can do to stop this virus?" he Yularen asked as he stood over the senior computer officer at work at his station, the man clearly overwhelmed by what was happening.

The man paused to wipe the sweat from his brow before answering.

"Sir this thing is unlike anything I have ever seen, our firewalls were actually turned against us or simply deleted and this was before the program began to make copies of itself. This must be some sort of Artificial Intelligence package or something for it to adapt this quickly and actually lure our spyware systems into traps, something I have never even heard of before."

The man paused as he sighed, the rest of the bridge crew almost one by one calling out that they were loosing control of their prospective systems.

"Sir the only thing that I can think that would work would be for us to literally wipe our computer systems and use manual controls. " he timidly finished.

Yularen had to blink to make sure he understood correctly.

"Son if we did that then we would first off be unable to make hyperspace jumps without making the calculations manually, which could take days. Then there is the problem wit us going into battle with no ability to attack targets unless they are at point blank range with manual control."

The man sighed, "I know sir but that is all we can do. I can get some of our comms back up but it will still take time."

Yularen weighed his options, and what he saw he didn't like.

"Do it."

_**Imperator Class Star Destroyer **_

_**RSD Executrix **_

"Enemy ships are closing to 210,000 kilometers sir, extreme weapons range in three minutes!" The weapons officer on the Imperator Class Star Destroyer, easily one of the most powerful ships in the galaxy, called out as its commander, Captain Piett, calmly stood at the front of the bridge with his hands folded behind his back as he watched on the holoscreen in front of him the 39 ships that had caused the Republic to experience one of the most lopsided Naval defeats in recent history. His experiences in the Axxila Anti Pirate fleet had taught him not to take outnumbered opponents lightly, but for the UNSC fleet, outnumbered three to one to have caused the once 255 ship strong Republic fleet to be reduced to 78 ships at the cost of the UNSC'S 41 vessels was unheard of.

Scratching his chin as the deck rumbled beneath his feet and the _Executrix's _six dual super heavy turbo laser turrets and six heavy hull mounted turbo lasers charged to their full power as the targeting computer began the difficult task of achieving a lock at such range, pondering the tactics that the Republic would need to counter the now undeniably powerful UNSC Navy and their ships. The main strength of the Terrans were their ships ability to pick off their targets at extreme range with devastating power, usually outright destroying or damaging most ships save for the powerful Imperators and Venators in at times a single shot.

This power lied in their so called MAC guns, or Magnetic Acceleration Cannons.

Piett had devoured all of the reports that intel ( which was terribly little) had provided as much as Yularen himself and had taken actions to try and counter them any way that he could think of.

However it wasn't until he was forced to watch Republic ships be cracked open by unholy amounts of Kinetic energy did he realize that they were grossly underestimated, like most of the damned UNSC technology.

He admitted that at face value a Coil Gun seemed very primitive and underwhelming, but with the right technology and advanced superconductor technology, which the UNSC seemed to have mastered long ago, not to mention power conduits to take the amount of power from whatever reactors they used (it wasn't hypermatter, that was for sure) then the supposed "primitive" weapons became a scientific marvel as well as a military (for whomever was on the business end of the weapon) nightmare.

The UNSC by his calculations would be able to get in two on average shots from their MACs before the Republic heavy turbo lasers could fire back due to the awesome range of the weapons themselves and the UNSC's targeting systems, which was an untenable way to wage war for the Republic.

As proven earlier the Republic could win at close to medium range with their faster firing heavy lasers, but the problem remained of surviving long enough to reach close range.

And it wasn't that the UNSC were not deadly themselves in close range fighting, just not equipped well for it. Their Particle Cannons were powerful and could take away some of the Republic's edge at medium to close range as did their heavy missile armament, but the Republic still would win IF it could get to its optimal range.

In the several hours since the initial start of the battle Piett had ran several simulations on how to best fight the Terrans, and ways to at least _survive_ fighting the UNSC at range.

The only way that he could with the time given, find a way to take the MAC guns was to cut all engine power, letting momentum take over, and shunt as much power to the shields as they could handle while every joule of power for the weapons was put to the main batteries.

However there was a problem .

The heavier _Executrix_ and the Imperators like her would be far more adapt at fighting this way with their much stronger shield generators and more gun centric design, as did the smaller Victory Cruisers. However the Venators with their over reliance on star fighters, most of which were proven inadequate by the Terrans anyway, could not shunt all of their engine power to their shields, and the Acclamators were even worse off.

However even with these tactics he was doubtful that they would work.

Then on top of that there was an even more pressing issue at hand was the situation on Yularen's flagship.

Four minutes after the unknown craft had penetrated the defenses and blew its way on board communications with the vessel became dark.

And they were about to go into combat.

"Sir the UNSC ships are about to fire and still no word from the _Resolute_." his senior officer informed him.

The Terran colony had once again grown to take up almost a forth of the top fight of the bridge windows as the range between the opposing fleet dropped slowly. The UNSC forces were halfway between one of the world's two satellites and were moving to engage, because of the range their presence only known because of the thousands of state of the art sensors of the fleet locking on to their position.

Sure enough the energy readings, those that they could get anyway, were skyrocketing amongst the battered yet painfully defiant defenders warships as their Mass Drivers prepared to take more lives of Republic soldiers.

Piett knew he had to act fast.

Turning to the communications officer he decided to take matters into his own hands.

"Inform the fleet that I am taking command of the fleet. Yularen is not responding and the Commodore is dead. Tell them to execute shunting all power from engines to their forward shields and to cut their engines."

"But sir…" the comm officer began to argue before Piett reached for his blaster at his holster and put it to the man's temple, the entire bridge of the ship recoiling as one from the shock of such an action.

One could have heard a pen drop.

"Do it or you will be responsible for the deaths of even more Republic soldiers." he hissed as the man began to shake uncontrollably as sweat began to pour down the man's face and head.

"Y..yes sir."

Reholstering his weapon he gave one quick look around the dull grey interior of the Star Destroyer's bridge at all of the consoles and the men at them, most hurriedly turning back to their tasks at hand out of fear that they too would be next.

_"If this doesn't work I can at least shift the blame to Yularen for failing to take command. And if it does work then I will be promoted for sure."_ he thought as the senior officer turned to him, the man himself clearly still shaken by Piett's actions.

"Sir all power from the engines have been shunted to our shields and they have all been focused forward, we are passing the 200,000 kilometer mark. Momentum is now taking over and our vectors are stable, we still have control with our secondary thrusters to adjust our pitch." Piett looked on the holoscreens to confirm that the engines were now essentially shut off and their countless amounts of power shunted to the shield arrays, which were nearing the breaking point from handling so much energy.

The comm officer called out. "Sir about half of the ships are approving of your orders but half of them are demanding that contact be re established with the Admiral instead."

Cursing Piett grabbed the officer's handset and all but screamed into the fleet wide comm.

"Listen! Yularen for all we know is dead or too busy dealing with an intruder to help. We have no time to argue power plays right now as…"

"Massive energy influx from UNSC fleet...UNSC ships are firing!"

On the displays and the enhanced zoom optics from the telescope arrays Piett watched as the 39 UNSC ships fired in unison.

Being that most of the surviving ships were the larger heavier ships which apparently mounted more than one mass driver or "MAC" that still left 75 projectiles with the appearance of shooting stars rocketing towards the Republic fleet at 1/10th the speed of light.

"Impact in five." the radar operator called out as they all collectively braced for impact.

Five seconds after being fired the lighter 600 and heavier 900 ton slugs slammed into the fleet.

Piett fell backwards as the _Executrix _was hit by two direct shots, one from a Frigate and a shot from a Carrier, the titanic forces of the projectiles and the shields fighting each other felt like it was going to shake the ship apart as the strengthened shields held, but were dropped to 35 percent as they frantically recharged.

Across the fleet the projectiles impacted with devastating results, even with Pietts countermeasures.

An Acclamator acting as escort for one of the remaining four Imperators was struck by a heavier MAC slug fired from the Marathon cruiser _DeAngelo_, the heavier 900 ton tungsten slug going 1/8th the speed of light cracked the shields open with raw Kinetic power and the thermo dynamic forces of the Acclamator's own shields interacting with the projectile both boiled away near a hundred meters of the bow armor. The slug, unabated and only slowed by a fourth of its speed punched through the ship and ripped almost half of it apart, its debris making an expanding cloud.

The _DeAngelo's_ second heavy MAC slug fired a second later drained the reinforced shields of a more powerful Victory and overloaded them to the breaking point as the ship violently rocked from the impact.

A Venator meanwhile was the victim of no less than two UNSC Frigates and the Destroyer _Problem Child_ , the Dual standard MACs of the Destroyer and one of the Frigates dropping the focused shields while the last round from the second Frigate _Ankara_ tore through the ship, its armor and size doing nothing from keeping the MAC round from almost splitting the ship in half and turning the tower section into shrapnel as the ship began to tear itself apart.

Several seconds after the salvo was over the single energy projectors of the three Concordia Carriers and the twin Energy Projectors of the Warhound took out another Victory Cruiser, Acclamotor and a Venator whose shields gave out after the two beams from the _Warhound_ struck only to be sliced open by the last beam of hyper accelerated particles and condensed plasma from the Carrier _Black Dawn_.

On the bridge of the _Executrix_ Piett clenched his fists as he looked at the tactical display.

The whole salvo lasted maybe a second minus the travel time for the enemy projectiles, but its effects were impossible to overcome.

He still had lost a crushing 24 ships to the Terran attack, six Venators eight Victory's and 10 Acclamators who were all now either broken husks of their former proud selves or an expanding debris field that the surviving ships were forced to plow through.

However the Imperators for the most part were undamaged, their already powerful shields only reinforced and focused to take the assault kept them from being destroyed, however the fourth, the _Rage_, had its shields dropped by no less than four MAC rounds and its generator was blown out from the stress, and it was doubtful if it would survive the next attack.

"Time to target?" Piett asked ignoring the casualty figures on the holo screen in front of him that seemed to endlessly scroll.

"We are still at 150,000 km, and at our maximum sublight speed. Our heavier batteries and those of the Imperators will be able to shoot first, but for the fleet on average of two minutes give or take ten seconds." the Weapons officer replied.

Piett slammed his fist on the consol in anger.

"Then fire our weapons at the general area of their fleet and try to hold back their firing as long as possible! And send a shuttle full of Troopers to the _Resolute_ and see what the hell is going on over there!"

_**UNSC Warhound**_

"Twenty four kills, MAC capacitors and energy capture systems recycling and recharging, ready to fire again in 45 seconds at maximum output." MacArthur informed Gregory as the Bridge crew continued on with their grave duties as if oblivious to the success, their professionalism drilled in and honed by both years of experience and training that they took pride in.

The Admiral kept a stern mask on his face as he merely nodded.

As the UNSC fleet formed around the _Warhound_ into a roughly 3D pyramid formation with around 30 miles between each ship, Admiral White frowned.

They had done _less_ damage than they _should_ have.

"MacArthur by our estimates we should have gotten at least thirty clean kills, it seems that their shields have been reinforced somehow. Do you have any readings to give me any clues as to how they are countering us?" he asked the AI.

MacArthur nodded as he read thousands of readings in a span of several seconds before answering.

"It appears that the Republic ship that is now leading the attack had all ships cut all their engine power and divert it to their shields, or as much as their capacitors can take anyways. This looks to have increased their power as much as 50 percent on the heavy Star Destroyers and the heavy Cruisers, but the effect is less appreciable on the Venators and almost nill on their smaller escort Assault Ships."

As a flight of some of the remaining fighters which were circling the fleet flew past the bridge , the flagship and the other ships of the fleet arced out of a medium orbit of the colony world , closing the range to the threat Gregory walked to the window to take in the view and with his back turned spoke.

"Not too bad on their part. Order all ships to focus..."

He didnt get the chance to finish before the _Warhound's _captain shouted.

"We have enemy fire incoming!"

Greg was caught by surprise this time as he spun around.

"All ships evasive! Break up into squadrons!"

Alarm klaxons blared as the great warship and the others in the UNSC fleet all threw themselves onto new headings using their emergency thrusters as turbo laser bolts streaked towards them, their maneuvers making them look like comets flashing into and out of existence as they went evasive.

Looking on Gregory was forced to clinch his fists in frustration as he watched the turbo laser bolts containing countless joules of power fly past each ship with usually miles of room, though one did manage to score a lucky hit on one of his destroyers, though the powerful shot was absorbed by the ship's shields.

As the deck rumbled Gregory cursed, "Tricky bastard is going to just fire in our general direction long enough to try and throw off our next volley. He knows at this range we can usually dodge his shots but also that our MACs are spinally mounted so we throw off our aim when we go to evade."

As if to punctuate his sentence another volley of super hot plasma and particles focused into extremely powerful bolts sped towards the UN ships, taking around twelve seconds to reach their position as once again the UNSC ships evaded, the bulk of the larger ships and especially the _Warhound_ moving with a speed that belied its size.

This time the bolts were noticeably closer to their targets and the time they took to close the range was shorter, and this time three UNSC ships took a hit, one of the nine remaining Warlock heavy cruisers taking a salvo of three hits across its larger surface, though it would take much more than that to break through its shields and armor.

Unfortunately the Republic would be able to deliver the amount of firepower soon.

"MACs at full charge in ten seconds, nearing 120,000km. We will be at the edge of the enemy's accurate range by then." Captain Haithum announced.

"Reform the fleet into previous formation but keep us moving." Greg spoke as he watched on the tactical screen as the reticule of the MAC guns locked onto their single target.

"Enemy firing!" MacArthur called.

Again heavy, long and blazing green turbo laser bolts streaked towards the fleet, now in under 10 seconds as the UNSC ships evaded only half of the bolts, the other half striking shields which glowed golden with each hit impacting hundreds of megatons of power.

The _Warhound_ vibrated slightly under the Admiral's feet as it was struck by ten consecutive turbo laser blasts, its heavy shields flashing with each hit.

"Shields holding at 93 percent. Our MACs are charged and ready to fire." the Weapons officer announced.

The UNSC ships held strong as the worst damage that was inflicted were three frigates loosing their shields and the third struck on its port side soon after, but its armor did hold though about twenty by twenty meters of its foreword port side armor were now blackened and depleted by 40 percent.

Gregory Nodded.

"Return fire by all means."

The 39 ships MAC guns spoke as one sending screaming tungsten slugs weighing hundreds of tons into the enemy at sub luminal speeds.

This time four Venators (one of them a victim of the _Warhound)_ , ten Victories and three Acclamators shattered under the assault yet again spraying debris around as three of them simply went nova taking a flight of surviving starfighters with it.

However this time one of the Imperators, its shields apparently taken down in the last barrage, crumpled as two heavy slugs from the Warlock Heavy Cruiser _Gungrave_ blew half of the ship to hell. The Star destroyer 's reactor then went critical as it too formed a second star for a brief two seconds.

The UNSC fleet had no time to celebrate as the Republic fleet, reduced to three Imperators, Thirteen Venators , 15 Victories and the last three Acclamtors; now at a range of 100,000 kilometers were in their effective range .

They returned fire with everything they had.

The UNSC fleet tried to evade as what looked like a wall of green energy flashed towards them, with little success.

The flagship's shields flared brilliantly as those across

the fleet did as well, trying to hold back the power.

This time many were unsuccessful.

The three Frigates whose shields were already depleted flashed out of existence as two more joined them in horrific explosions as their armor and hulls succumbed to half a dozen direct hits. Their helium 3 cold fusion reactors went up in messy orange firestorms vaporizing the 497 meter long warships taking all of their crews with them.

A destroyer spun out of formation with its thicker hull punctured and burned through in a dozen places as another one of the powerful Warlocks, the _Nassau, _was the target of the main batteries of two Victories, the _Executrix _herself and one of the last Acclamators. The combined 40 heavy turbo laser blasts cracked open the shields as the remaining ten bolts spent themselves on the thick lateral armored plate, leaving burn marks of blackened armor that shrugged off the powerful hits, but was depleted down to 60 percent.

In total seven UNSC ships were either destroyed or adrift, leaving 32 Terran warships that returned fire with thousands of missiles, over two hundred Particle Cannon beams, and several nukes as the Republic fleet fired in kind.

The two fleets passed 80,000 kilometers as more vessels from either side either were crippled or dotted the sky with more explosions, spewing their crews into the icy vacuum of space.

_**RNS Resolute**_

"_He can dodge a force push?" _Shaak Ti thought as the giant supersoldier in a blur that was almost impossible to track sidestepped her force push, something she had not even heard of any one being able to do.

Thinking back to the now late Jax's words up on the bridge as she stole a quick glance at his gory torn apart body she mentally gulped.

"_Yes, way worse than General Grievous."_

The Spartan then ignited a bluish lightsaber in his right hand, however this lightsaber unlike any she had seen before with two curved blades that extended out from the grip. Also unusual was how it seemed to almost ignite the air around it as steam seemed to surround the weapon.

Shaak Ti again tried to reach out and feel the man in the force, but again she was met with nothing as she felt the force inside her flash in warning of danger.

"I am warning you that I am a Jedi Knight and I am strong in the force and will use it to fight you." she spoke as she began to circle the soldier.

From behind its helmeted visor she could not see the flash of bemusement that crossed John's face, but from the way the reflective visor merely stared at her she could sense that the man was either amused or taken aback.

The deep resounding voice that came through the speakers of the suit was different than what she was expecting, and it told her a little about the person inside of the armored suit.

The voice she heard was the voice of someone whom had clearly was a soldier through and through, one that was a veteran of force knew how many battles, was full of intelligence yet was also one that exuded fear onto his enemies.

And that voice said.

"Wasn't the man I just shot a Jedi? Didn't seem too difficult. And from the way you are talking to your opponent tells me that though you may be a veteran of you religious cult," he spat those last words out, though even then with not much emotion. "..you are inexperienced in battle. Taunting your opponent only shows weakness."

And it was then that Shaak Ti felt the tingle in the force warning her of his attack.

However unlike previous times where she had seconds to react, she was lucky to have a single second of reaction to counter him.

The soldier sprung forward impossibly fast and made a vicious slash at her with his sword, which moved so fast she could have sworn she saw an afterimage.

The only reason she survived was that unlike Jax who had let emotions cloud is perception, Shaak Ti had let the force flow through her in the technique that let Jedi strengthen themselves to do what they did.

Even then though her eyes widened as she lept back with a scant inch to spare from the blade cutting open her face, the scorching heat from the blade almost making the skin on her left cheek blister.

Shaak Ti back flipped through the air and sent another force bush in the Direction of the super soldier, which he simply sidestepped as he pulled out an over sized pistol that was on his left thigh and aimed it at her face.

Without any time to spare Shaak rolled to the left just as the unfamiliar load and deep crack of the slugthrower resounded throughout the hangar bay that was littered with the bodies and carnage her opponent and wrought with casual ease and unbelievable speed and efficiency.

Normally her Force enhanced senses would have allowed her to avoid the attack with more than enough room to spare. However that was against normal opponents, and they were armed with blasters.

The speed of the Spartan's aiming, which allowed him to snap the weapon up in a flash, and the fact that a high speed projectile which was for the most part invisible to the naked eye; meant that Shaak Ti was lucky to be alive as the bullet clipped her left cheek and her left head tail, putting a nice cut into both as she rolled to a stop behind the wreckage of the wrecked AT-ST wincing in pain.

Quickly thinking she used the force to leap up into the air and before the Master Chief could use her body as a skeet shoot, threw another force push which this time he was only partially successful at dodging, throwing off his aim his he was hit on the right side, knocking him back a step as his apparent personal energy shields built into his armor flickered for a split second on his right side.

Shaak Ti landed right where she had wanted too, behind the burned out frame of the AT-PT that the super soldier had also obliterated in his rampage.

Knowing that any second the Spartan would probably leap behind her to kill her she, with a grin, gripped the small vehicle's wreckage with the force and sent it flying at the Master Chief.

At the range of ten yards even he couldn't dodge something like that coming at him.

It was to her great shock that the wreck abruptly stopped with a crash and a screech in mid air where the Supersoldier was.

The one ton vehicle stayed still in mid air until it rose into the air.

And it was being held in the two hands of the Spartan Supersoldier, his weapons lying on the ground as the armored titan held it above his head.

"By the force.." was all that she could say as the Jedi took in the sight before her. A man, with no presence or power in the force and instead made into a superhuman by whatever technologies the Terrans had at their disposal, performing a feat with his body that even _some _Jedi Masters could not do without using every last bit of their power. It was a humbling sight indeed.

It also showed her just how much in danger she was when the man actually threw it back at her.

As the one ton machine came sailing back at her, she saw an opening and using the force to propel her dove under the machine.

_**Master Chief Petty Officer **_

_**Spartan 117**_

John had to give the xeno some credit, she was at least creative as she was stubborn.

She had managed to put up more of a fight than he thought. Which was proven when she threw the wreck at him with the force, an ability that he was going to have a hard time to counter, as much as simply rapping his mind around the existence of some, "magical" powers was proving to be troublesome for him.

Though if he had to guess he probably had given the Jedi quite a shock when he simply dropped his M6 and his Sword and caught the one ton machine like a child playing catch.

John gave a short grunt as he threw the ruin of the AT-PT at the alien Jedi.

Normally a Spartan II like himself could lift on average anywhere from 1200 Ibs on the low end to one ton in the case of some larger Spartans by themselves without their MKOLNIR armor.

With the MJOLNIR power armor a Spartan could lift up to four times that, John was easily able to lift close to 3 tons himself with little effort, up to 5 tons if he pushed himself.

So when he merely caught the walker's husk and then threw it back, the Spartan hardly even noticed.

As the oversized missile flew through the air John began to go back for his weapons as out of the mere foot and a half of space between the flying husk and the deck the jedi slid under the with her lightsaber in hand and extended her right hand, sending out yet another "force push".

His enhanced vision and faster processing power tracked the burst of condensed air as it flew towards his M6, to his ire.

Though he could swordfight it was so much more efficient to simply shoot your enemy than hack at them.

His M6 flew away as in a flash he grabbed the Energy Sword and ignited it just as the Jedi jumped up and attempted hacking horizontal slash.

The Lightsaber met the magnetically focused plasma of the Sangheilian energy blade which he had acquired years ago from the Arbiter during the official signing of the UN- Sangheilli defense pact in 2553 and that most Spartans and even some veteran ODST's now carried.

The Jedi Had swung with all her might, yet under the Spartan's quadrupled sized muscles interwoven with superconducting carbon nano fibers which were in turn genetically enhanced as well to be three times as dense_ AND_ donning a suit of power armor the lightsaber all but bounced off slightly not even making a dent in the Spartan's defense.

"_I need to eliminate this threat now to secure the bridge, this has taken too long."_ he thought as with a blur he twisted his on his right foot as the Jedi still reformed her defensive stance and lashed out with a vicious kick to the alien's chest.

_**Shaak Ti**_

The soldier's blade did not move an inch.

She had swung with all her might and when her saber connected with his she might as well had saved her energy.

This defiantly was a problem.

His speed in blocking her attack when she had the advantage coupled with his apparent strength meant that taking him down with her lightsaber alone was out of the question.

She would need to use a different tactic.

After landing the failed blow on his energy sword she began to set up for her next attack using her momentum to follow into the next strike.

It all happened so fast that she couldn't move fast enough to do anything.

All she was able to process was the sudden blaring warning in the force of his attack just as his armored left leg lash out in a blur as she did all she could to defend against the oncoming pain.

The leg hit her chest so hard and so fast that she felt her left side ribs painfully shatter as her body gave in to the enormous energy from the towering behemoth.

The only reason she even survived was her ability as a Jedi to use the force and direct it into her body as Jedi did to accomplish the feats such as jumping five stories without injuring themselves to strengthen her Toguran body to take the blow.

But alas it was far from enough.

She let out a rare breathless cry as she flew twenty yards like a ragdoll before hitting the deck on her back hard and sliding another six, her jedi robe tearing off from the friction leaving only her more modest inner clothing.

She stared up at the ceiling of the flight deck as she did her best to fight the agonizing pain and gasping for air as she coughed up a mouthful of blood.

The world began to spin as she fought through the pain and focused, using as much of her power as she could as she summed up her injuries.

"_Defiantly shattered ribs and a punctured lung." _

She knew she wouldn't have much time until she passed out from the pain , so she had no choice but to numb the pain with her powers.

She heard the Master Chief casually walking towards her with his second pistol in hand, his intent to simply finish her off obvious in the in the force through the feeling of danger she had.

She frantically looked around for a way out. Finding none as the soldier strode towards her slapping what had to be a new ammo pack into his pistol he coldly began to aim the pistol at her.

Fear began to take hold as she heaved and raised herself to her knees, the world starting to spin faster as she tried to focus both on staying conscious and on surviving as she saw a way to buy time.

And it wasnt a pretty one either, but a choice she had to make.

Lying ten feet from her were three bodies of Clone Troopers that were riddled with bullet holes, their blood begining to dry in the stale air of the _Resolute_.

Gulping at her grizzly solution she picked their limp bodies up and threw them at the Chief, who simply batted them aside like a fly but none the less it allowed her to get to her feet and with a slight hobble ready her lightsaber.

The Chief stopped as her simply aimed the weapon at her, not caring to engage in the "heroic" or "honorable" duel with a lightsaber like most of her enemies had.

He stopped ten yards away from her with a his gun aimed at her forehead, his size and his armor coupled with his speed and superhuman speed making Shaak Ti begin to see the fear and intimidation that would rain down upon his enemies. His reflective visor simply stared at her.

"You cannot defeat the Jedi Order and the Force. We have been around for countless thousands of years and beyond. Even if I die here today I will live on in the Force." she spoke to the stock still titan who looked like a statue to her.

She was only trying to buy more time as she summed up her powers, letting the force flow throughout her wounded body as she began to think of her move.

"How sure are you of that?" the Spartan asked, weapon still pointed directly at her.

Shaak Ti grinned, "Very."

She shot forward with speed granted to her by the force as she grabbed the pistol with her powers and tried to rip it from the Master Chief's iron like grasp.

This time the man was ready for that as he held on to the weapon through the invisible pull of the force and pulled the trigger.

As Shaak Ti was mere feet away flying through the air the rest happened in slow motion.

John had already been activated his Plasma Sword and brought it to a defensive stance as Spartan Time kicked in.

This allowed him to see why his M6 failed to kill the Jedi.

By an immeasurably stroke of chance the weapon, made from titanium parts and ceramics, gave in to the opposing and unyeilding forces of the pull of Shaak Ti's power and the Chief's vice like grip.

The barrel snapped up and the firing pin broke apart as the weapon shattered in John's left hand from the force, leaving him holding the grip of the weapon as the pieces flew through the air.

Before the first pieces of the gun hit the floor the two blades slammed into each other with the hiss of ozone as John blocked the forward thrust of Shaak Ti, twisting to the right at the same time.

However the Jedi managed to while slowing herself down and turning to face the chief before he simply slashed her across the back used backhand slash with her left arm that was again blocked by the Spartan.

Twisting on her heal and gritting in pain Shaak followed up with three more strikes that put the Spartan on the defensive, however she knew she could only last seconds in a real fight.

So she evened the odds.

Throwing a force push right into the armored and massive chest of John the Supersoldier found himself flying backwards for the second time for ten yards as he landed on his feet.

Annoyed that it had taken him this long he reached for his M7 on his right thigh plate before he saw a loading dolly being thrown at him that forced him to roll out of the way and into another strike from the Jedi.

This one however was new.

He saw her extend her right and instead of the typical force push, he felt himself begin to feel lighter as he immediately knew what was happening.

She was simply going to hold him telekinetically in the air and kill him as he was helpless to defend himself.

As his body began to feel the all too familiar feel of Zero Gravity he grabbed his 10 inch combat knife on his right chest plate and sent it hurtling towards the alien.

Shaak Ti immediately was forced to break her grip on John and cut the terrifyingly fast flying knife out of the air with her saber as this time she look up in time to see the Spartan charge at her going his full speed of 60 mph, moving so fast that were it not for the force she would have been dead before she knew what hit her.

She moved to block his horizontal slash but she immediately saw her mistake.

She physically could not block his strike.

The power behind his strike and his blade coupled with his speed made her stopping his strike (though to her the comparison was lost), like a 14th Century Infantryman with a wooden shield trying to stop a charging mounted Knight on horseback galloping at full speed with a lance standing still.

It would not happen.

When his sword hit her lightsaber the blade flew out of her grasp without even taking notice of her grip.

Desperate to save herself she tried to send a push at him as he towered over her.

This time when the condensed air pressure focused by the force hit him his shields flared into a brilliant gold wall and not hugging his form, meaning that he could focus them in any direction he wanted.

It also meant that her push had little effect on him as he only slid backwards a foot.

The cold truth began to settle in on her as she accepted her fate.

Extending her right hand to try and summon her lightsaber in vain the Spartan simply grabbed her right arm with his cold gauntleted hand, twisting away from another force push in a green blur of superhuman speed at the same time, and with a squeeze crushed the bones in her right forearm with a sickening snap.

With her adrenalin pumping she hardly noticed the pain as she saw what she knew would be one of the last images of her life.

The reflection of her face with its Toguran features and head tails in the golden visor of the Master Chief which stared coldly back at her.

What she felt in her last fleeting moments however was not hatred or a bloodlust that she was so used to from the enemies of her past, but merely cool, hard professionalism that was only following orders and eliminating a threat, nothing more and nothing less.

Something told her that, despite her still not having any feelings in the force of the man whom was about to take her life , that had it been any other less pressing of a situation, he would have let her live.

She could tell from the first few seconds of their encounter that he did not consider her an enemy soldier; an enemy? Yes.

A trained soldier?

No.

And he was right.

Despite the Jedi orders forced learning on the job experience through the Clone War Jedi were not soldiers.

They never were and most likely never would be; she never considered herself a general even though she was graced with the title when leading Clone Troopers.

Troopers that gave her respect, if at times duly fleeting, that she did not and never had felt that she had deserved.

She was a peacekeeper and an intermediator, not a soldier or more importantly a trained artisan of war.

She and other Jedi like Aayla Secura and Obi Wan had kept those beliefs that they should not have been involved as deeply as they were unlike most notably Skywalker , Windu or Ashoka Tano.

That was what the Master Chief was.

A professional soldier.

Period.

He had no wish to kill her personally, he merely had an objective, and she happened to be in his way.

As she looked again at the man towering over her about to deliver her death blow, Shaak Ti pondered how many enemies had seen the same reflection in that visor.

And how many more would as well?

She also thought as the Spartan twisted her shattered arm behind her head and spun her around to where her back was facing him as he forced her to her knees before him twisting his grasp on her arm with his right arm raised with his Plasma sword ready; how many more of these Spartan Supersoldiers were there?

She closed her eyes and made her peace.

_May the force be with the order and that we survive this encounter. Be strong Aayla and you will survive. _

_I did my best and now my time has come._

_May the force guide me._

The Master Chief drove the burning Plasma Blades into top of her tentacled skull up to the hilt.

After a second he deactivated the sword and let the limp and smoldering body collapse to the grey coldness of the flight deck.

_**Petty Officer 117**_

John looked at the corpse for a full two seconds before placing the sword back into its compartment as he gathered his weapons and his LAR that had been ripped from him minutes ago.

He couldnt help but admire the tenacity of the Jedi woman he defeated.

Despite her clear lack of expertise as a professional soldier, she did possess one of the most important traits that any being, alien or human, could have in his eyes.

Courage.

She even had almost managed to kill him with her telekinetic hold she had on him and had made him work to kill her.

In the face of an opponent who, as he could tell from her body language (no matter how good she was at hiding it due to a Spartan's trained instinct to take in every detail) that she knew she couldnt win, yet had fought him anyway

But she had fought anyway, and without the foolhardy arrogance that her partner had charged in with and _quickly _and stupidly paid the price for.

He had to respect that.

As he walked to the terminal where Cortana's chip was he also thought of how he and the Other Spartans could better fight the Jedi in the future.

On the face of it they were a very easy opponent. But in reality they were very unpredictable due to their _unique _abilities that one really could not train for, only think their way out of fast and counter them.

And that in and of itself was dangerous.

Fighting enemies that shot at you or tried to stab you with burning plasma or riddle you with bullets or energy was something that all UNSC soldiers and Spartans understood.

Fighting opponents that could apparently sense danger and use supernatural abilities to fight was something that he and the UNSCDF didn't, and that was dangerous.

You had to understand your opponent to fight them.

As he checked with Cortana on her progress, which as usual was perfect the AI asked him about how he thought they should fight Jedi in the future, after or course showing great pleasure in his survival and victory.

As he slipped her data chip back into his helmet and the icy chill of her sharing his head set in and faded he answered as he boarded the elevator with his LAR and other weapons loaded and at the ready.

"I am in the process of learning our opponent now."

The turbo lift doors closed as the Spartan II Commando Ascended to the bridge.

_**Resolute Bridge**_

"Sir I have no control the virus has more or less taken over the ship." the chief engineer sighed in defeat his shoulders slumped.

Yularen walked over to the man's consol and pounded his fist on it in frustration.

Here he was the commander of the Republic fleet in this operation and he had no way to communicate with his fleet much less control over his own flagship.

Luckily Piett seemed to have taken over in his spot and was currently engaged in very heavy combat with the UNSC, but they were currently grinding each other to scrap as the Terrans fought with ferocity not seen before as ships from both sides exploded in fantastic displays of devastating firepower.

It was one hell of a lightshow.

"I thought we could cut the computer core from the rest of the ship?" he asked as the officer shook his head.

"It wouldnt matter, the virus took over everything before we could have done anything about it. It was _even_ faster than my most wild estimates had predicted sir."

Yularen shook his head as he turned to his XO.

"We might as well abandon ship. At least in one of the shuttles I can stay in contact with the fleet. Start destroying anything we can that we are not locked out of, even if just blasting your consoles is just superficial."

The crew looked at him as he shook his head in defeat.

"We did our best and that is what matters." he replied as he turned to Aayla, who seemed to have frozen in her place against one of the consoles.

"Aayla?"

Aayla looked at him with surprise and sadness in her eyes.

"Shaak Ti is gone."

The bridge was silent for a full five seconds before Yularen opened his mouth to respond.

"The Spartan?"

"He must have killed her. Jax died almost as soon as they ran into the Master Chief."

The Clone Troopers manning the entrance from the turbo lift looked at each other as the officers showed clear horror on their faces.

Shaak Ti was killed that quickly? She was one of the more powerful Jedi.

Aayla Grabbed the Admiral's wrist.

"Sir we have to get you off of this ship."

_**UNSC Warlock Battlecruiser**_

_**UNSC Gungrave**_

_**Captain Xu Xanghsu **_

The chaos of battle in the high orbit of the third primary of the Alpha Rendara system was astounding.

UNSC and Republic ships were aflame as weapons with destructive power that could with a single beam ,or bolt, or slug destroy large portions of medium sized cities shot back and forth between the opposing sides as the all out brawl all but destroyed the beauty of the stars.

The once perfect formations were now thrown to tatters as ships broke into flights as the large ships, some of them a mile long or more unloaded their weapons into the hulls or shields of the hated enemy.

As the UNSC Flagship crumpled the forward bow of a Victory with its number four heavy MAC and burned the upper lateral armor of one of the remaining Venators with a withering barrage from its Particle Cannons that was pounding away at its struggling port aft shields, one of the remaining UNSC Battleruisers the _Gungrave_ rolled on its lateral axis as it fired a swarm of Archer missiles into the last of the Acclamators blowing apart a full hundred meters of its underbelly and exposing five decks to space.

On the bridge of the warship Captain Xangshu gripped his seat as the _Gungrave _took yet another hit to its starboard side from twin heavy turbo laser bolts that further strained the armor that had kept the ship intact so far after its shields failed.

Xangshu a veteran of the Battles of Reach and the Epsilon Eridani system who had served on the Destroyer _Beirut _above Tribute and Reach with distinction frowned as his oriental features and short jet black hair of a forty five years old swung with him as he turned to his XO.

"Status on those damn shields?

"They are almost back but because of the stress on the generator and the emitters we will only have coverage on our engine block, port side and bow and only at 70 percent."

Xangshu huffed as he watched through the tactical viewscreens as the remaining Falkens and Longswords strafed the exposed and unshielded engine cones of a Victory with 110 mm cannon shells and the last of their heavy anti ship missiles, perforating it with thunder and fire.

"Bring us around at Vector 4 8 niner and get our Particle Cannons locked onto that Venator on the _Warhound'_s ass." Xu commanded as the ship's helmsmen acknowledged.

The engine cones on the 1800 meter long warship flared white hot as they sent the _Gungrave _onto a new course to give the ship's 12 dual oversized Particle Cannons a clean shot at a offending Venator that was a stone's throw five km away and 10 km directly behind the rampaging flagship which it was assailing and was already too heavily engaged to deal with.

The Turrets swung around to their right as the energies within them and their stubby barrels charged to their maximum output.

"Charge nearing 90 percent," the weapons ops called out, "Locked on."

Xu rubbed hit palms together in a nervous twitch as a UNSC Destroyer the _Constantine _was hit by four direct blasts from the heavy turbo laser batteries of a yet another surviving Republic Victory Cruiser , ripping the already wounded ship open spilling its crews into the cold unforgiving vacuum. One of the now two surviving Frigates, the _Maelstrom _managed to align its bow on the offending vessel and send one of its dwindling 600 ton MAC slugs into the aft section of the recently unshielded Victory, shattering its engines open and causing the tower and command section to be ripped off.

The _Maelstrom_ was then forced to immediately disengage as a Venator ten miles from it began to pound away at it with its many secondary batteries, its engines blasting the smaller warship downwards on the Y axis as it avoided the main batteries of the enemy.

"Ready to fire sir." WeapOps grimly confirmed.

"By all means do so." Xangshu obliged.

The ship shuddered as 24 quick crimson pulses of superaccelerated and heated particles shot out from the ship at only a fraction away from light speed and tore into the offending vessel's shields which struggled to stay online as the two immense opposing forces collided and the shields coalesced and faded in and out of existence before finally collapsing with a spark.

The Venator began to return fire at the Warlock dove to avoid the heavy batteries which began to swing around.

Cienna now filled the bridge window as the ship shuddered with yet another turbo laser bolt hitting it.

"Hull breach in sector five deck 5 and 6, already sealed." Xu's second Lieutenant called out.

"Target Venator is rolling to its port side axis to get a shot as us." his AI warned as the tactical showed the triangular grey and red ship rolling over as its engines flared brilliantly.

"PCs ready to fire again." WeapOps called out.

"Fire them at will." the captain replied, "And launch a Shiva up their asses. Their are no friendlies in the area correct?"

"Yes sir no starfighters present and we are the closest ship."

Again the Particle Cannons pulsed and spat forth their deadly power, this time striking the Venator amid ships and blowing apart some armor and melting others away, leaving a couple of decks open to space as return fire finally began to strike the _Gungrave_ which rocked in return as the lone Shiva missile streaked away from its silo in a fiery plume, avoiding the anti missile lasers of the Venator before a blinding white pulse of plasma and radiation erupted at the aft section of the ship before proceeding to swallow the ship.

Xu looked on in in mute satisfaction as the enemy vessel disappeared from radar for good.

The crew only nodded their heads in approval as the _Gungrave_'s engines flared again and placed the warship, which sported noticeable slagged armor and a small hull breach near the small and bulky tower like bridge section of the ship, onto a new vector that finally gave its MAC guns a clear shot at several enemy vessels, but also a grim picture of the battle.

(Note I will be coming out with images soon, the Warlock looks more like a Marathon combined with a well Warlock from the crappy TV show Babylon 5 (opinion)and similarities to the bow of the _Heart of Midlothian_)

There were only 17 fully active UNSC warships left and 5 more were heavily damaged, the others were at the very least large husks of themselves now. The carriers had after running the initial guantlet been ordered to pull back to the dark side of Cienna's largest moon as though they could fight at long range they were very vulnerable at close range with lighter armor and space that would have been dedicated to secondary batteries taken up by their launch bays and service ports. Even then their were only two of the Concordia Carriers left, the _Black Dawn _and _Graf Spree _as the _Shinanio_ was hit hard by one of the remaining Republic Battleships and her crew was evacuated.

However the Republic had paid dearly even with their advantage at close range, as they only had 18 Active vessels as the Imperator _Exactor_ went up from the combined fire from the Destroyer _Lawrentz _and the Marathon Cruiser _Fusillade_.

Both sides would be lucky to have any one left after this.

"Sir the _Nassau _just went down and their captain is not abandoning ship." Xu's XO announced as he watched in mute silence as the _Nassau,_ damaged earlier in the battle during the last exchange at long range and now reduced to blackened and warped metal , accelerated well past the safeties of her somehow still active thrusters which were white hot as the escape pods shot away from the ship.

Xu saw its target, the last Acclamator which was only miles away as the ship tried desperately to maneuver out of the way.

The wreck of the _Nassau_ was moving far to fast as it closed the distance with frightening speed as its reactor, already pushed to the limits, began to meltdown .

The _Nassau_ after ten more seconds rammed the much smaller Republic ship, which crumpled from the impact as its lighter frame gave in.

As the two hulks nearly fused together forming an almost unrecognizable mass of debris the _Nassau_ detonated its reactor and its remaining Shiva's.

Even from three thousand miles away the blast was blinding as a new star formed high above Cienna.

The crew was silent for almost a minute before the comms officer went to Xu's side.

"Sir Admiral White wants us to reform what's left of the fleet."

_**Cienna**_

**"**I said we need any evac you can send us dammit!" Bly all but screamed into handset as what was left of his once proud force was now fighting for its life.

The UNSC successfully cut off his retreat with their remaining airpower and ODSTs from their ships, which were now large piles of debris, trapping the Republic in the gigantic canyon between their tanks, APCs and Army as well as their few but devastatingly elite ODSTs supported by some combat fighter droids.

They were currently encircled, and to make matters worse the command force was now being overrun as Bly stood outside the wreck of his former Command AT-TE which had been hit by those accursed Terran Tanks holding a large handheld uplink to his forces and standing outside a rolled out holomap which only showed a grim picture.

The roar of gunfire and the whine of blaster rifles and cannons was only a couple hundred yards away as the last of his armor, three AT-STs exploded as a large black flying winged UNSC bomber streaked overhead with its heavy cannons roaring, sending troopers and himself diving to the dusty and rocky ground.

"I am sorry but we cannot send you any evac, we have none to send. Your sacrifice will be remembered. I am so sorry." the officer on the fleet flagship, which was now apparently the _Executrix_ for some reason, replied with a sense of sadness and guilt.

Bly threw the handset to the ground muttering a stream of Mandalorian curses before shooting it with his sidearm.

His Lieutenants and adjutants looked at him with a mixture of shock and mute resignation.

Up on the only small ridge that separated him from the "frontlines" a roar of Terran gunfire erupted and several of the Clone Troopers on the line thirty yards away fell dead or screaming.

That was it.

Bly turned to his adjutant.

"Signal that we surrender unconditionally."


	7. Chapter 6 Part Two

**Chapter Six Part Two**

**Sorry for the wait, I decided that the story needed more squad level combat so I added this chapter, making Six into three Parts.**

**Hello, I decided to update the UNSC arsenal and edit the specs **

**After looking back I decided that the MA6's 45 rounds would make the weapon too long, and toned it down to 36.**

**Also it is mentioned that UNSC Marines actually do receive LIMITED augmentations along with their neural implant, they are a far cry from anything the Spartans receive and really only make them into very healthy and top notch athletes.**

**New UNSC Equipment (yes more technobable)**

**M7G PDW- **At the start of the Covenant war it was clear that the traditional caseless 5mm rounds used by the M7 Submachine gun were not powerful enough to be of much use against the shields of Elites, so instead of building an entirely new weapon the UNSC Arms Division decided to save money and time and simply re- chamber the weapon to fire the larger 9 x 17mm overpressure pistol round developed in the late 1980s to combine stopping power and to not loose the penetration abilities of the smaller and faster 5mm round as to defeat armor and energy shields. The caseless rounds were done away with as to not make the weapon bulky and to not drastically decrease the magazine size and the weapon was lengthened by 5cm to make room for the breech and ejector. The Weapon still retains a 40 round magazine which the rounds are double stacked in. The weapon was a tremendous success and made the M7 effective against the Covenant onslaught.

**SFMS-40- **The SFGL-MSL40, or **S**houlder **F**ired **M**etal **S**torm **40 millimeter** , is a recent addition to the UNSC arsenal in 2548. The SFMS-40, or _"Meatgrinders"_ as they have come to be called, is General Dynamic's answer to the ODST's and UNSC Marines problem of literally being swarmed with Covenant Grunts or Yanm'ee at close quarters where a shotgun would fail to kill the enemy in sufficient numbers. The weapon is a unique take on Messiah's popular and potent Metal Storm based firing system that is upscaled. The weapon is a shoulder fired weapon with the overall appearance of a box like rocket launcher. However that is all that this weapon has in common with anything else out there. The weapon consists of nine 40mm barrels which are each loaded with five 40mm grenades. This unique launcher is usually loaded down with canister shots which turns the weapon into an oversized shotgun comparable to 18th century cannons firing canister shot. A single round of canister can decimate an entire platoon of up to 12 charging grunts in a single shot if aimed properly. To make things worse for an opponent the barrels can be programmed easily by the user to fire all nine at once or one at a time or even two or three at a time. The weapon also can fire non lethal rounds as well like tear gas which makes this weapon popular to UN Police Forces on any Colony world or Earth herself; alongside of the other lethal rounds such as full on slugs or the typical high explosive grenades. They can also fire fully programmable smart grenades with a lesser charge that allows for non line of sight firing, essentially making the weapon a Mortar team. Many Marines compare the weapon when firing its canister rounds like having a claymore that you could aim and fire up to 45 times.

**M-62 ODST Power Armor-**The M62 Power suit is a more powerful variant or the standard Marine M51 that uses slightly enhanced carbon nano fibers complimented with small mechanical joints on the arms, knees, shoulders and back to increase the carrying capacity of a ODST by a factor of one over the standard Marine M51. The suit is a fully contained suit with an outward appearance of a more streamlined and yet durable ODST BDU and Helmet from the previous generation ODST armor decommissioned in 2512. However the largest reason the UNSC adopted this more powerful model is due to the fact that ODSTs when dropping into hot zones carry very heavy weapons loadouts, the M-62 makes hefting these weapons far more easy. The latest model incorporates small advances gleened from the Mjolnir project, though the advances and power of the latter are such that many of them cannot be used by non Spartans.

**LAW (Light Anti-Armor Weapon)-** Taking a lesson from history the UNSC realized that a light single shot disposable Launcher would give each Marine, especially ODSTs who couldn't afford to carry many bulky heavy weapons, cheap and devastating firepower . Firing a 66mm high explosive HEAT round that can be fired guided or unguided this weapon can with the correct placement disable a Wraith or obliterate a Hunter.

**UFM-78 Underbarrel Triethylaluminum Fueled Flamethrower Attachment- **This attachment to the standard MA6 introduced in 2548 replaces the standard 40mm underslung Grenade Launcher on MA6's and even older MA5's in use in ninche Spec Ops roles, to make the standard Infantryman or Marine into a CQB nightmare. The Triethylaluminum used in the Flamethrower burns up to 10 times hotter than standard Napalm and essentially sends a white hot jet of molten aluminum gas that combusts with air onto a target, burning hotter than a jet of plasma. About One Marine in a standard UNMC 14 Man squad has one equipped to his MA6. The weapon is used far more by the ODSTs who popularized the weapon along with the Spartans to the point where some whole ODST Squads only have these if they are carrying an MA6.

**Standard UNSC Orbital Drop Shock Trooper Deployment-**

The standard ODST deployment doctrine is for a squad of 12 ODSTs split into two separate fireteams that drop in separate locations not far apart but enough to avoid loosing the entire squad in a single attack, and then for the fireteams to link up . ODSTs when dropping into hot LZs carry heavy loads of weapons, usually two Primary weapons and in some cases LAWs on top of that, one of the primary reasons the M-62 was adapted. Also the fireteams are each unique in their own layout, though almost all follow the following.

Fireteam A Consists of

-1 Sniper with SRM-99 .50 caliber Stanchion Gauss Sniper Rifle

-2 Designated Marksmen with BRM-99 Gauss Rifles and various secondary weapons

-1 Squad Machine Gunner with SAW-A2 (400 round double drum mags)

-1 Riflemen with MA6 and M90 CAWS Shotgun

-1 Anti Armor Specialist with Jackhammer Missile Launcher and M7G PDW for defense

While Fireteam B consists of

1- Grenadier with M313 40mm Launcher , MA6 and LAW

3 Riflemen with MA6s and various secondary weapons with one or two LAWs and a Spartan Laser

1-Designated Marksmen

1-Heavy Weapons Specialist with SFMS-40 and M7G for defense

**Cienna Plains**

**45 minutes Prior to Republic Ground Forces Surrender**

**Corporal Abuylallah Mahmoud **

**Orbital Drop Shock Trooper Detachment Charlie **

**Station- FFG UNSC Maelstrom **

"We have your coordinates, friendly aircraft en route to provide support." the speaker in his helmet squawked as Mahmoud, donning the signature black M-62 armor suit of the ODSTs, leapt over a large pile of rocks with ease, his limited physical augmentations that all Marines and Army personnel received along with the servos and carbon fibers of his powered armor making the five foot jump effortless.

Running up the forward face of a rocky dune Mahmoud, a three year ODST whose largest battle he had fought in had been a counter insurgency Op against the last of the Insurrectionalists, checked the sensors on his helmet's VISR and HUD for any contacts as he kept his MA6 with an under slung FLM-78 Flamethrower, shouldered as he swept the top of the slope.

The whine of Republic Blasters and the staccato of gunfire echoed all around him and the roar of the overall battle that reverberated through gigantic shallow canyon sounded off in the distance as Mahmoud responded on his radio to the controller of the F99 Wombat UCAV engaged high above.

"Thanks, for the support."

Mahmoud had launched from the Frigate _ Maelstrom_ over an hour ago along with nearly all of the fleets complements of the Shocktroopers (around 2,000) to cut off the Republic's ground forces from their retreat to their ships. Though that had been dealt with almost as soon as the first HEV pods hit terra firma by some 20 remaining Longswords and Fort Longston's supply of 20 heavy cruise missiles.

Mahmoud and his squad had been in the second "wave" of pods to hit the atmosphere, as such they adjusted their courses to encircle Republic along with the engaged Army mechanized units.

However that meant that the pods had come under fire from the dwindling enemy triple A, which was what had blown him off course just enough to be thrown a mile away from his fireteam and squad's LZ and the cluster of LZ's of the rest of his Company. Luckily had managed to get a hold of them on his radio, but due to his distance from the enemy positions and being alone he couldn't remain in contact for more than half a minute.

It was long enough for the 24 year old to know where to head to link up with his squad, and also enough for him to know that he had to fight his way several hastily erected Republic trooper defenses in response to the ODST's.

And they had to be close, as the Drones had identified several positions and updated them onto his TACmap.

Nearing the top of the ridge he got down and crawled up the to the top of the rocky reverse side as his sensors picked up movement and heat sigs.

With his MA6 in hand Mahmoud peaked over the ridge and had his suspicions confirmed.

A group of some twenty Clone Troopers, their white armor pitted and covered in dirt, were frantically digging positions among the rocks as another four carried a heavy blaster cannon into position and began to assemble it.

Cursing Mahmoud ducked back down as he flicked on his radio and called in his Sergeant.

"Charlie One this is Charlie 4 Over. You reading me Wallace?"

The Radio crackled for a moment before his Sergeant responded.

"_Rodger Mahmoud we have you. We are half a click from your position. What is your status?"_

Running a quick ckeck on his weapons, the MA6 in his hands with its 324 rounds in its nine ammo strips, his three frags, two plasma grenades, M6 pistol on his right hip , 10 inch combat knife , a classic break action M313 Grenade Launcher on his back and to top it all off a single disposable Light Anti-armor Weapon, or LAW, missile launcher with a single 66 mm guided or unguided missile packed with the most potent high explosives that could be crammed into it which was strapped to his back beside the M313.

It was basic practice for ODST squads to go into heavy combat loaded down with as much weapons as they could carry, which was easy thanks to their M-62's.

"I am about to be knee deep in the shit." he replied as he saw four of the troopers begin to make their way up the slope towards him.

"_Fuck... Alright we will get there as fast as we can alright. Out."_

The radio cut off as Mahmoud quickly steeled himself and his mind for the fight .

"Here we go." he said aloud as the contacts on his motion tracker came within 20 meters.

The ODST popped up from hiding directly ahead of the climbing Troopers with his assault rifle raised.

The Troopers were clearly surprised as they actually stopped for half a second before attempting to raise their blaster carbines, the ODST in his jet black armor stared down the white washed Troopers from behind the three barrels of his gun.

"Hey there." Mahmoud called out with a hint of humor before he immediately pressed the trigger.

The MA6 let loose a sharp and fast loud staccato of fire as the Troopers finally dove for the dirt with their weapons trained.

However with the element of surprise the ODST was sure to prevail.

The Clones could never have hoped to act fast enough as the ODST swept his sights over them sending 16 7.62mm FMJ rounds slamming into them at 1860 m/s.

The fastest of the Clones was hit in the left shoulder pauldron twice spinning him around and to his great luck to the ground with a shattered shoulder and his armor section ruined but otherwise ok.

His other three compatriots were not so lucky.

They took the full load of the rounds and as such they were perforated with bloody fist size holes in their white plastoid armor as their limp bodies crashed to the ground dead.

Mahmoud wasted no time in finishing the first Clone off as another Clone who was further away raised his blaster and sent a burst of plasma at him.

The three plasma bolts the Republic Clone's weapon sent at him went high and to the right as Mahmoud dove down away from the bolts.

Now the element of surprise was long gone as the other Troopers, now _very _aware to his presence sent dozens of return fired blue superhot plasma bolts at him. Two of them struck his M-62's more powerful personal shields draining them by a quarter as he ducked back into cover.

The whine of bolts and the sound of them hitting the top of the ridge almost matched the pace of his heart as he pulled out his Grenade Launcher and moved to a new position, loading a single 40mm High explosive grenade as he couldn't help but notice the sheer stupidity of the Republic Trooper's defenses location.

The placement of their positions on the reverse slope of a ridge was one of the worst things that they could have done, as it gave any attackers a full enfilade of fire and the luxury of firing above the Troopers giving them a large and clear field of fire alongside of the cover of the ridgeline. It spoke volumes of how the Republic Army, though claiming to have fought a three year long war and thus gaining experience in combat, had in essence learned only how to fight robots whom heedless of their safety simply charged in mass headlong. As such their tactics reflected that. Setting up a defense on a reverse incline against droids made sense, as if you were on the high ground then ALL of the blocks of droids would simply stand and fire at you and not fire from cover. On the reverse side only the first line could fire on you and as they did not seek cover they were easy to hit. Tank commanders used the same tactic when fighting against enemy armor.

Sliding into a new position he stole a quick glance at the enemy and picked out his target.

A recently dug foxhole with three Clone troopers in it still aiming at his previous position.

Not wasting a second he popped up and using the holographic sights on the Grenade Launcher in conjunction with those on his HUD linked to the weapon, aimed and fired the weapon with a low thump.

The 40mm grenade flew straight and true instantly killing the troopers in a gruesome display of high explosives.

That still left some 18 Troopers who all fired at him at once, immediately forcing him back into cover in a lethal game of cat and mouse that even the ODST couldnt win.

Priming his grenades he threw them over the top of the ridge with his right arm one at a time till he only had a frag and a plasma left.

The grenades were not aimed but they put the Clones into their cover to avoid the explosions and shrapnel and gave Mahmoud time to switch positions further down the ridge and time to call in his squad fireteam.

"This is Charlie Four I am heavily engaged repeat heavily ..."

He didnt get to finish as what he was trying to keep from happening happened.

Nine more of the Clones advanced firing as they went, somehow finding him far faster that he had planned.

Two bolts hit him forcing him to back peddle as his shields dropped to 70 percent.

"Dammit!" he cursed as his only option was to try and get to whatever cover he could find and try to hold them all off, he could hold them off for a while but they would only keep coming and eventually overwhelm him, or he could get to the next smaller ridge some 50 yards behind him, which he knew would not happen.

Recovering he got to a firing position as he returned fire, catching the first Clone to scale the ridge with a burst to the face and neck, which flew back in a bloody spray as the next three fired on him.

Mahmoud stood his ground as he held down the trigger and his MA6 roared as flame leapt from the barrels.

Orange hot bullets and white hot plasma flew past each other as they found almost instantly hit their marks. Two more Clones collapsed as the ODST kept up a storm of fire.

But the Clones hit back as well.

Mahmoud leapt to the side just as his shields collapsed and his right side of his chest suddenly warmed up before he was slammed with two consecutive blaster bolts to his chest plate, spinning him around as he hit the deck. His PDW shot from his hands as he rolled on his back.

The five remaining Troopers, their armor dented and flaking from hits from his MA6 that hit but didnt penetrate, staggered for a second before immediately turning their weapons towards him, one of them running headlong towards him.

Rolling to his knees the ODST began to reach for his M6, as much good as it would do against five Troopers.

Mahmoud's mind raced as he tried to find a way out , which he knew he couldn't.

Just then what sounded like a world ending deep crack resounded through the air, and Mahmoud just so happened to be looking in the right place to see what it was.

The four trailing Clones torsos and upper bodies literally disintegrated into a cloud of meat, blood, bone and parts of white armor and blaster parts, the largest piece was the top part of a Trooper's helmet as their few remaining parts of their bodies fell to the ground.

The Clone charging him , now only several yards away, stopped in surprise, while Mahmoud also looked around and found the source of the destruction.

It was his squad fireteam .

The were crossing over the top of the ridge behind him now but one of the five ODSTs was ahead of them in a firing position with what looked like a rocket launcher with nine stacked barrels in a square, two of which were smoking.

Mahmoud couldn't help but blink in shock.

That was the first time in his career that he had seen a SFMS-40 launcher fire its canister rounds in combat, and its effect on a live enemy.

_"The Meatgrinder certainly fits"_ he thought to himself as he rolled to his feet to face the last clone, who snapped out of his shock and raised his weapon.

With his skills learned through basic Marine Martial Arts school and ODST Advanced Melee Course, along with his physical build that was slightly augmented by medicine given to every Marine that passed the 8 months of training.

The Augmentations when compared to the superhuman and extreme augmentations of the Spartans were minute, and were actually a only a series of three injections and a week of being in a hospital ward for evaluations. The Augmentations had been given since 2420 and they had laid the ground work for the Orion Project and eventually the Spartans, and they gave each Marine .12 percent denser muscles, healthy and a little stronger bones, 20/18 vision , and a _slightly _increased reaction time.

On top of that he was donning his M-62 armor and built in nano suit, which increased his performance and strength by a factor of 2, allowed him to slam into the Trooper with the force of a Pro American Football Linebacker.

The Clone flew to the ground surprised by the power of the blow, yet he quickly rolled to his feet before Mahmoud could deliver a life ending kick.

The Clone took up a fighting stance and ejected a 7 inch blade from his right wrist gauntlet, and immediately took a quick slash at the ODST.

Mahmoud however was far too quick and blocked the strike with his left arm, delivered a sweeping kick with his right leg with a twist of his hip, putting the Clone back on its ass.

Before the Clone could get up his head exploded from three shots delivered from the approaching ODSTs.

"You sure find a way to get yourself up the deepest shit creeks dont ya?" the leading ODST, his sergeant, Daniel Wallace, with his already intimidating ODST M-62 armor having a skill painted on his Visor with translucent and see one way white paint, amusing stated as Mahmoud went to pick up his assault rifle.

"I had dibs on that one." he joked as the rest of the ODSTs, all fanned out with expert coordination and set themselves up back on the ridge that Mahmoud had previously visited and spaced themselves apart.

By now the remaining 16 Clones were aware that something was clearly wrong and began to fire on Wallace who stuck his head up to see their positions before shooting back down.

"I count ten of them all spread out in foxholes and one heavy weapon." he stated as he popped out of cover to deliver a quick burst from his weapon, an MA6 with its underslung 40mm GL replaced with an intimidating underslung triethylaluminum flamethrower that had received a deadly reputation from the day it was introduced in 2549, effectively making a riflemen into a Flametrooper (or Hellbringer as they called themselves) as well and making clearing houses ...easy.

(Yeah pretty much the flamethrower attachment from Black Ops, but with more power, range and lasts longer)

On the left side of his already modified MA6 was, mounted in between the barrel shroud and the flamethrower, a five and a half inch long tri sided titanium bayonet mounted in the typical fashion of an 18th century musket.

All Marines carried them though many looked on them with amusement until they came in handy against the Covenant Grunts in demoralizing the cowardly enemies when charging them in a bayonet charge, usually breaking their ranks. The ODSTs typically carried their's mounted at all times to further intimidate.

Wallace dropped back into cover as the other ODSTs gave quick bursts of fire from their weapons, another M7G carried by the SFMS-40 wielding soldier as a back up, a BRM-99 Gauss Rifle carried by the squad's Designated Marksman, and two more MA6's (one also with a flamethrower).

Wallace turned to the man with the Meatgrinder now placed on his back, "Do you have any telemetry data."

The man nodded with a slight chuckle as he re-equipped his devastating Launcher and pressing a couple of buttons on the side of the weapon, which linked it up to the Battlenet and the grid of data taken from the ODST's own helmet data and VISR systems which recorded the positions of the enemy and raised the weapon and aimed it into the air.

Mahmoud shook his head as he knew what was about to happen, this he had seen before.

This time the other seven barrels of the weapon spoke with noticeably less powerful _whumps _seven quick times as seven 40mm smart munitions with spring-loaded maneuvering fins and a low velocity charge shot forth.

The rounds after traveling some 300 meters into the air came straight back down onto their selected targets.

Seven almost simultaneous explosions erupted as Wallace with a single motion ordered.

"Move up," he then called out as the ODSTs all jumped up and advanced down the reverse slope ready to finish off anything that opposed them.

There were only five Clones left, who were quickly eliminated in a quick storm of accurate projectile fire, their few hastily fired shots of plasma avoided or off target.

As the ODSTs moved through the Clone's previous positions two of the Clones who were wounded from the Meatgrinder's mortar grenades began to crawl out of their burnt out foxhole, their armor burnt and one of them having its left arm blown off.

Before Mahmoud could even take in the sight Wallace casually activated his flamethrower and sent a white hot jet of fire at them, burning them in under a second as their armor instantly melted and their bodies withered for three seconds before laying still and smoldered like logs on a fire.

Mahmoud and the other ODSTs cringed before returning to their duties ignoring the burning smell of flesh that was scrubbed by their helmet's filters.

The ODSTs moved up to the top of the next ridge to take in their position, and as they observed the ongoing battle a mile away with their helmet's built in magnifying function.

The Republic's air cover was almost non existent now as the flash of the mighty weapons of either side erupted and the following explosions could be felt in the earth. The rising dust of moving vehicles racing towards each other firing their weapons with earth shattering cracks. Explosions of flak and anti air rounds puffed in the sky like someone turning on and off a light quickly as the black specks and faint outlines of UNSC aircraft shot overhead, weaving through the fire and bombing and strafing Republic positions in fantastic explosions.

"Second Fireteam is coming up." the Marksman stated as on their sensors Mahmoud saw the six blue friendlies appear to his right from 50 meters away.

Looking in their direction the six black figures loaded down with weapons ran towards them.

"Nice for you to join us." Wallace called out to the leader of Fireteam B, Edward Fitzgerald.

"Yeah we had to deal with an AT-ST and a squad of their "elite" ARCs, they were better that was for sure but nothing we couldn't handle." the man chided as he hefted his weapon, a SAW with a 400 round double drum mag and belts of ammo slung over his armor poncho villa style.

Suddenly one of the members of fireteam , the team sniper with his large and intimidating SRM-99 50 Cal Stanchion Sniper Rifle which Mahmoud had witnessed ripping an elite in half from 2 miles away, called out from his prone position ten yards away.

"We have contacts! At least two platoons of Clones with vehicle support, count 5 TX-130 Fighter tanks, three AT-STs and two LAAT Dropships, coming from due north, right in front of us point five miles, dropship at low altitude and one mile away and closing!"

"Shit! Do we still have any drone coverage or any reinforcements heading our way?" Wallace asked as he and the ODST's quickly manned defensive positions on the back top of the small embankment.

"89th Armored is sending up some of its remaining Grizzlys and Cougars to cut them off and encircle them already, they will be here in five, until then all other units are already engaged so we will have to hold out." Fitzgerald replied as the ODSTs all nodded in unison.

Mahmoud and the others did not care, in fact he was wanting to fight in heavy combat for once, especially after growing up during the Covenant war and seeing the heroic sacrifices that the military men and women had made in the defense of humanity. Now he would get to do the same, and he knew that the members of his squad that were not veterans of the War were feeling the same.

"LAAT is in range can I take him out?" the Jackhammer man asked as his gauntleted finger twitched on the firing stud of the powerful double missile launcher.

"Let Daniel, " the team sniper, "Take the first shot and then you can take out that LAAT and move on to the vehicles, same with ya'll with LAWs and the Spartan Laser." Wallace lamented.

Mahmoud held his breath before a sharp, deep crack struck him from Daniel's position.

Downrange half a mile away one of the lead Clone Troopers jogging along with the rest of the two platoons worth of troopers behind the vehicles , suddenly disintegrated from the torso up as a .50 caliber tungsten dart traveling at Mach 20 passed through him delivered from the Stanchion Sniper Rifle.

As the Clones dove for what cover they could find another one was struck in the left leg, ripping it clean off just as a Jackhammer missile streaked forward on a plume of fire and slammed into the cockpit of the LAAT before it could evade, swatting it out of the sky in a ball of fire and wreckage.

The Republic Soldiers all began to advanced forward behind the cover of the AT-STs which began to fire with their main twin cannons sending a barrage of super hot plasma bolts in the ODST's general direction, their position not yet known, in suppressive fire, yet the blasts still landed too close for comfort as Mahmoud left the impacts in his chest, the shower of dirt looking like a fountain from each blast.

"Fighter tanks advancing, where is our second Rocket?" Wallace called out with irritation before the second rocket shot forth and found another target, one of the trailing fighter tanks, which in turn was destroyed by the 102mm shaped high explosive missile.

"There it is." The Heavy Weapons specialist called out as the ODSTs were quickly forced back into cover from the advancing fighter tanks and AT-STs as plasma lashed back at them.

Mahmoud quickly pulled his LAW off of his back and put the glorified tube to his shoulder as the sights appeared on his HUD.

The fire was becoming too intense as the roar of the ODST's weapons reached fever pitch, taking down five Clones who fired back in return, striking two of the shock troopers including Wallace who fell back to cover with his shields dropped and a burn mark on his armor cursing.

"Can someone do something about those Tanks!"

With a nod Mahmoud stood up for a second as fire slammed into the Earth around him sending up gouts of dirt, sighted his LAW on the leg joint of one of the AT-STs and waited the agonizingly long second for the weapon to lock on before slamming down the firing stud as the 66mm rocket shot out of its simple tube.

Mahmoud didn't have time to watch his work as he jumped back down out of the wall of fire, but the rocket flew straight and true as the chicken like AT-ST could do nothing to evade, its weak knee joint blown apart as the machine toppled over with a crash and a cloud of dust.

The remaining TX-130's, now some 100 yards away, returned fire with their beam lasers, which swept across the ODST's position , scorching the earth and turning sand and dirt to glass as the Shock Troopers all dove back into cover.

"We have to move. Fireteam B provide covering fire for A to move to cover." Wallace roared as Lance, the Riflemen with a Spartan Laser, managed to get a beam off which burned the port armor on one of the AT-STs before a flurry of blaster rifle fire put him down, his armor on his chest sizzling as he screamed in pain as two ODST's rushed to his aid, administering bio foam to the man as he lifted himself up with a groan, clutching his side as he moved the men away before stumbling back to his position and retrieving his weapon after injecting himself with biofoam and returning to his position.

As the explosions kept closer Mahnoud swallowed his fear as the members of his team burst from cover firing as they went.

Mahmoud pushed his legs as fast as they could go as he ran as fast as he could go (faster than normal due to his armor) as blaster bolts sailed around him and hit his shields, draining them as he fired back, catching one Clone 60 yards away in the face as one of the ODSTs spun around from three direct hits before stumbling into cover.

Mahmoud all but leapt into cover as his shields failed with a curse.

The second fireteam kept up a storm of fire to distract the advancing clones and sent another fighter tank to its doom before a twin blast from one of the AT-STs lashed out at their position.

On his HUD the display showing the status of the heavy weapons specialist with the SFMS-40 wink off as he cringed at the violent death of his fellow Squadmate before ignoring the death and returning fire, taking out another Clone as the offending AT-ST was quickly dealt a quick death via a 122mm anti armor missile.

The ODSTs kept up a hail of deafening fire as the Clone Troopers fired in kind and advanced behind the support of the remaining AT-ST and TX-130, though ten more were quickly gunned down before the Sniper took out another Clone setting up a heavy weapons before plasma forced him back into cover and to a new position.

The Designated Marksmen next to him sent a trio of 8mm hypersonic tungsten through a clone some scant 50 yards away before the clones nearest to their fallen comrade sent a stream of blaster fire into the man before he could get down into cover, overloading his shields and overwhelming the combosite titanium A/ Carbon Nanotube body armor with no less than 12 direct hits.

The ODST fell dead beside him as Mahmoud's MA6 spat flame and near hypersonic slugs in return, taking one of the assailants down as the other dove back into cover only to be felled by the squad's SAW.

The fighting between the two sides was simple hell, and though the ODSTs had destroyed over half of the Republic force, they were fast being overrun as two more ODSTs were killed, though the Troopers paid dearly.

Two Clones storm rushed Mahmoud's position firing their blasters from the hip, catching him with four shots and overloading his shields which dropped with a electrical spark as another bolt caught him in the left shoulder as he swung away from the other flurry of bolts.

Heart beating in his chest and with no time to properly aim he activated his underslung flamethrower and just as the clones neared ten yards, let loose a jet of fire with a frantic yelp.

The Clones all but disappeared in the flames for a full second before coming out of the flames engulfed in flames and screaming, their armor being used as an oxidizer to fuel the flames and melting around them as they withered on the ground screaming as they burned alive.

"Move up!" Wallace roared as he reloaded as fast as he could before motioning to the squad as the ODSTs all advanced as one through the hail of fire as the last AT-ST was obliterated by yet another Jackhammer missile.

"_Good, the Helltrooper way."_ Mahmoud thought as he weaved in and out of fire not even slowing down to fire, simply doing it on the run as the others did the same, the counter attack by the outnumbered elite soldiers taking the Clones who were now deprived of their vehicles completely by suprise as they realized that they were being pushed back by only 12 (now eight) Black Armored and heavily armed soldiers who were actually charging them.

Leaping behind the flaming wreck of a TX-130 as his shields collapsed again, Mahmoud gunned down another unfortunate Clone with a burst to the face as the SAW gunner and another Marksman ODST joined him, the SAW spitting out a steam of shell casings as flame leapt from its barrel.

The Three kept up the fire with 8mm Tungsten rounds from the Gauss Rifle, a stream of lead from the SAW and 40mm grenades from Mahmoud's Grenade Launcher as they and the other ODSTs who were now in new positions pushed the Clones back as enemy fire began to slacken.

"I think they may be pulling back!" a haggard sounding Wallace exclaimed as he loaded in his second to last ammo strip into his MA6.

Mahmoud peaked his helmeted head over the top of the hulk of the Republic fighter tank to see a sight that caught him by surprise.

The Clones who were behind their own cover were lifting their blaster rifles into the air over their heads and holding them with their hands on the barrel and stock, slowly standing fully straight from their positions.

"Shit they are surrendering!" another ODST exclaimed as Wallace came out of cover with his Rifle aimed squarely at the head of the closest clone some twenty meters away.

The other ODSTs all acknowledged and did the same save the sniper who back in his original position further away kept his scope on the enemy looking for any possible signs it was a trap.

"We formally request to surrender." the lead Clone, who Mahmoud surmised was a sergeant from the kama and shoulder pauldron added to his armor that had yellow stripes on the side, announced as the ODSTs came closer.

"Tell your men to drop all of their weapons, grenades and to remove their helmets, throw them on the ground and put their hands on their head.

The Clone took one look at his compatriots, some 30 of them now, some with grave injuries, and nodded.

"You heard them." the Republic Trooper sighed with indignations as the Clones complied, throwing their weapons and helmets on the ground and joining their commander with their hands on their head.

Mahmoud and the others took in the sight of the exact same face that was beneath the Troopers' helmets.

"Disgusting." Mahmoud shook his head as the others nodded in agreement.

Mahmoud noticed the eyes of the Clones seem to stare at the ODST's with both wonder and a look that seemed to be observing and taking in their opponents who defeated them.

Mahmoud could not help but pick up a sense of pride and satisfaction as the Clones eyes revealed how taken aback they were by the sight of the intimidating and heavily armed ODSTs, whose armor were almost all scored with blaster burns.

"Cut it Marines", Wallace snapped as the ODSTs complied.

The ODSTs formed the Clones in a line just as their supposed back up, an awe inspiring Army Grizzly II MBT and two Cougar IFVs with a squad of Army Infantrymen came rumbling over the ridge to join them as the ground seemed to shake from the tank as its treads crushed the ground beneath it as its main cannon pointed directly at the Clones. The act was totally unnecessary but it was only more intimidation.

It worked as the Clones all warily looked at the war machine as the UNSC Army Troopers dismounted and joined them.

"Dont worry we got it." Wallace said sarcastically; saluting briefly as the weary looking yet still defiant and certainly battle hardened Infantryman gave them a quick glare before their 2nd Lieutenant chuckled as he slung his MA6 over his shoulder of tan M-51A powered armor suit that had a grapefruit sized blaster burn on its chest plate and chuckled as a flight of Sparrowhawks roared past overhead.

"Yeah yeah we ran into some trouble, but we did it boys, the entire Republic Army planetside is surrendering, well whats left of it any ways." he announced.

The ODSTs and Mahmoud all stood for a second before letting loose a short but jubilant celebration before casually returning to their stances.

"Fuck yeah." Wallace chuckled as the veteran turned to the assembled ODSTs.

"Lets move these POWs. And hope that the fleet can finish the enemy fleet off."


	8. Chapter 6 Part Three

**Here we go, the last chapter of the battle, finally haha.**

**After this the story will delve into the effects and reactions the conflict has on the people of the UN, Republic, CIS, Jedi, and of course the UNSC. I wanted to start the story off with a bang, something I obviously did.**

**Here we go!**

**Yes and one more bit of equipment to cover**

**1. I changed the Warlock cruiser to a Battlecruiser**

**2. Made the engagement ranged less dramatic, around 600,000 km max**

**Linear Assault Rifle (LAR)- **Under development since the end of the Covenant war as part of the UNSC's military expansion program, the Linear Assault Rifle is part of a program by Messiah Armories to increase the amount of firepower a Gauss Rifle can lay down and eventually phase out Chemical propellant projectile weapon systems from the UNSC arsenal completely. What makes the weapon unique is that while a typical gauss rifle, it uses the same energy capture and recycle systems as found on Pillar of Autumn class refit Halcyon cruisers and UNSC fleet upgrade MACs but scaled down. This allows for three 8mm rounds to be fired on a single charge, and pull of the trigger which allows for a much higher increase in volume of fire. The weapon resembles a MA37 with a larger barrel and a clip like battery pack in front of the trigger. Is also equipped with a standard 30mm launcher underbarrel. Current UNSC plans, though dictated by funding, is to replace all BRM-99 Automatic Gauss Rifles with the LAR, eventually moving to replace the MA6 as the standard Infantry rifle and further homogenizing the UNSC squad weapons, though it is years away from taking place as the current MA6 is more than adequate.

_**ALPHA Rendara System**_

_**ONI Black Cat Class Prowler**_

_**UNSC NAVSPECWAR Sturmgewehr **_

Coasting silently through the blackness of space the pitch black silhouette of a manta ray like ship all but reflected the images of the stars and projected them back to the outside with its photoreactive paint that covered the entirety of its hull.

However as impressive as it was that served to only further enhance the already near invisible profile of the 151 meter stealth ship.

The _Sturmgewehr_ arrived in system before the battle had erupted as ONI was looking to gather all the information that they could about the Republic fleet's capabilities and battle doctrine.

The UNSC fleet and even Admiral White had no idea of the ship's presence as the ship silently shadowed both fleets and watched as the two fleets tore each other apart, the stealth systems completely hiding them from even the UNSC warships.

Being forced to watch as the UNSC forces fought without them was not something the crew of 20 was fond of, but the fact of the matter was that due to the _Sturmgewehr _having been rushed to the system from the ruins of Arcadia and the Procyon system, which the UNSC was re-terraforming and reestablishing as a military Hub for the outer colonies to complement Midguard after its destruction at the hands of the Covenant, the Prowler had only had a small load of four Fury tactical nuclear mines.

The crew knew however that a Prowler was not a combat ship, only having two pulse lasers and its load of mines to fight off any attackers as prowlers were far more potent at espionage and gathering information than out right combat.

However that didn't mean it was totally useless in a battle.

On the three dimensional holoscreen of the cramped Combat Information Center ,which was dimly lit and as a result the holographic screens and tactical displays gave an eerie glow, Commander Valen Rico watched from his seat as the icons that represented the remaining ships of the UNSC Fleet and the Republic armada as they attempted to finally finish one another off.

Crippled or wrecked UNSC ships littered the system, but the orbit of Ceinna was now a certified graveyard of wrecked ships, their surviving crews either trying, sometimes in vain, to get their vast warships back into a workable condition or were abandoning ship in life pods which seemed to enter the atmosphere of Ceinna in waves like shooting stars.

However as bad as was for the UNSC, it was many times worse for the Republic.

Whole mile long warships, once regarded as the pride of thousands of member worlds and feared by the GARs enemies, were now either shattered husks of themselves barely recognizable to an observer as to what class of ship they formally were, or charred and pitted shells drifting under their own momentum. Due to the nature of MAC rounds the Republic vessels unlucky enough to be struck with their shields brought down had whole sections of ship obliterated, as the sheer kinetic force behind a MAC round destroyed anything that tried to oppose it.

Valen shuddered at the thought of being on such an unfortunate vessel, but he felt no remorse for the humans of the Republic and their alien allies.

Pulling up another screen with a wave of his hand the image of the colony rotated to show the remaining ships of Admiral White's fleet led by the _Warhound_ attempting to catch the last of the Republic vessels in the gravity well of Cienna, with a high speed orbital burn of his main "fleet" of 14 ships and the two remaining Carriers which were coming around from behind the safety of Cienna's largest satellite.

The last 9 functional Republic ships, two Imperators, four Venators and three Victory's had managed to move away from the regrouping UNSC fleet to the other side of the planet and out of harms way. What was worrying for Admiral White was that the enemy fleet was approaching an orbital position over the colony homestead and the continent with Ft. Longston, which would put all forces groundside at the mercy of the Republic fleet even with the Forts anti orbital guns and groundside MAC.

However it seemed as such Gregory had managed to regroup in time to actually use this move against the Republic fleet and trap them with the guns of Ft. Longston, his fleet and the Carriers own MACs and remaining Falken Starfighters and Longswords in a three way trap.

In reality, for the ONI crew, as important as the fleet battle was and the now won planetside battle had been , there was something that he found to be far more important at hand.

The Republic Flagship, which was now fully stopped in one of the Langrage Points of the smaller of Cienna's two moons was now weapons completely under the control of Cortana and Sierra 117 was nearing his objective.

ONI would be very pleased with her performance.

Valen had seen Spartans in action before, even in the optimal squad operations in which they were truly terrifying to behold. But to see the Master Chief himself board a full on enemy capital ship and single handedly eliminate, no crush, all opposition that faced him was awe inspiring.

Valan was a long time commander in the hyper sensitive Prowler Corps and had entered service at the age of 18 in 2523, just two years before humanity's' fateful encounter.

He had witnessed UNSC fleets with the power to storm the gates of Heaven itself be nearly obliterated even when defeating Covenant fleets that they outnumbered by a small margin in the disastrous Early years of the conflict.

He had served alongside Admiral Cole himself during his fateful battles at Harvest and Psi Pserpentis, the glassing of half the outer colonies, the implementation of the Cole Protocol, Admiral White's fateful decision to create the White Doctrine and its effects, The Fall of Arcadia, Admiral Whitcombs mass evacuation of civilians from the last outer colonies, the Interstellar Guerilla war against the Covenant under the command of Admiral White, the Battle of Midguard, half a dozen battles in the Inner Colony Assaults, the Battles of Reach alongside of Admiral Stanforth, the 2nd and 3rd Battle of the Sol System and Earth, and the Battle of the Ark.

The amount of deaths and whole worlds destroyed that he had seen was staggering. But the reason he refused to retire at his age of 56 ,(not even close to middle age for Humans of the 26th century), was the inspiration to see humanity's sheer stubbornness to quit fighting, and eventually turn the tide of the war against a technologically more advanced foe.

Even more inspiring was the UN and UNSC's rapid re-building of its power and even growing more powerful to the point that Terrans were at today.

He could only imagine what this now almost official victory would do to shatter the rest of the now much larger galaxy's perception and view of power.

In his mind he could only grin at the image of Corouscanti civilians when they heard of the "mighty" Republic Navy's lopsided defeat at the hands of a "primitive" and, "small" opponent outnumbered three to one.

Turning to his sensor officer seated at her consol with her brown eyes unmoving from the readouts before her he asked, "What is the status of Sierra 117?"

"He is now moving up the turbo lift to the bridge towards the objective sir." she answered with little emotion.

Nodding in approval Valen turned to the helmsmen at his station, "Set a course to the Flagship, it is likely that the Admiral will attempt to escape via a hyperspace capable lifepod and we may need to intercept, plus the Chief will most likely need a extraction. Inform Admiral White of our presence and our rendering aid to Sierra 117."

_**UNSC Warhound**_

"MAC number four is damaged and will need to be replaced. Emitters for Energy Projector One are overheated and require limited maintenance, but further operation is un advised. We lost particle cannon turret number 5,6 and 17 and mount number 23 is burnt out and needs to be replaced at dock. Missile supplies are at 53 percent and CIWS capacity is at 70 percent with 20 turrets destroyed." MacArthur listed off as Admiral White nodded.

He and the remaining 16 battle worthy ships, three Warlock Battlecruisers, 6 Marathon cruisers, three Destroyers and the last functional Frigate the _Maelstrom_ in his little squadron alongside the _Warhound_ and the two Concordia Heavy Carriers coming from the opposite side of the Planet's primary moon were chasing down the last of the Republic fleet which had managed to withdraw to the other side of the planet when he had regrouped his fleet, hoping to catch them in a three sided trap with the fleet and the groundside MAC.

Firing another long burn from their engines the ships oriented themselves into a higher orbit as a remaining CAP patrols of fighters and repurposed Longswords took a lead of the fleet to clear out the remaining Republic starfighters which were trying to make a last ditch attempt to attack the UNSC ships to hold back the inevitable.

"Slayer 7 and the lead Falkens are engaging lead elements of Republic attack craft." the AI read off with little emotion.

"Range 20,000 clicks and closing. Falkens and Longswords are fully engaged."

Captain Haithum and Admiral White looked at the holographic displays which showed the icons of agile UNSC FS-837 Falken Space Superiority Fighters and C709D Longsword Heavy Fighter/ Bombers engaged the Republic fighters with salvos of long range missile fire until the range closed.

Angry Red icons of enemy ARC-170 fighters and V-Wings winked off the screen in quick succession in a very un even fight until the range dropped and the two forces began the intricate dance of fighting close range in zero gravity.

Falkens flipped on their axis to swat enemy starfighters out of the sky with streams of twin 50mm canon fire and short range missiles while dodging enemy plasma with rapid burns and sudden course corrections as the Republic finally managed to kill several Terran pilots unlucky enough to get hit by either combined fire from the lighter V-Wings blasters or the more potent weapons of the ARC-170s. The slower but not ungainly Longswords swooped on the battle at full burn with their devastating 120mm canons and 25mm ventral guns flashing as their missile racks let loose dozens of micro missiles from missile pods that replaced their ship killing armament , out rightly obliterating dozens of Republic fighters caught in their sight.

"Sir 40 contacts have broken through the fighter screen and are on course to attack the fleet. Range 4,000 kilometers" the AI announced.

"Ready Close In Weapons Systems and Anti missile Lasers." Admiral White commanded as he paced the bridge among the crew fast working at their stations carrying out his orders.

Dual 50mm CIWS mounts came to life all over the ships and swung to face their targets ready to destroy the contacts registered on their targeting computers which were backed up by the Smart AI's on each ship with targeting solutions. The smaller and less noticeable mounts of the dozens of anti missile pulse lasers on each ship tracked their targets as well.

The 40 Republic Fighters, all of them 170's, rapidly closed on the UNSC ships and launched all of their Proton Torpedoes.

Blazing Red munitions covered in red photonic energy which also served as their propulsion chewed up the distance between the fleet and homed in on their targets.

"Vampire! Vampire! 130 Protonic Torpedoes incoming! Activating defenses Fleet wide. All ships AIs confirm." MacArthur called out as his code began to accelerate the rate it flowed down his body as the AI performed the calculations necessary to intercept.

"Pulse Lasers Engaging."

Invisible to the human eye as the pure directed energy of the Laser beams had nothing to reflect off of in the vacuum of space, hundreds of megatwatt level pulses of energy tracked and began to destroy the missiles as their frames melted from the pulses of energy. The Proton torpedoes failed to close to the 500 mile mark as they all exploded harmlessly in quick succession.

Gregory nodded in satisfaction as the last of the missiles faded from the display. They enemy fighters kept on coming however and began to bare down on the outer most ships in the 40 mile spread of space between each UNSC ship, the Destroyer _Archangel _ and the Marathon Cruiser _DeAngelo._

Both ships immediately engaged the 170's with their pulse lasers, though as the fighters were shielded and had armor it took seconds to wear down the shield and the concentrated pulses of up to four laser mounts were generally required.

Nine of the attackers simply exploded from the invisible fire as the other 31 closed to 50 miles and let loose another volley of missiles, which were quickly taken out by the pulse lasers as the two UNSC warships 50mm CIWS opened up with a hail of accurate fire.

The Republic pilots threw their ships into wild maneuvers in an attempt to evade, but only three fighters managed to make it past the five mile mark before they too were sliced open by Cannon fire.

The Admiral chuckled quietly as he nodded to the sensor operator. "Time to target of enemy fleet?"

"One minute sir, we have a lock on and Ft. Longston is opening fire on the ships in range of its MAC gun." he replied.

The holo screen dominating the middle of the bridge morphed to show the icon of a Victory Cruiser, having strayed too close to the MAC gun of the military base on the Colony.

One MAC round punched through its clearly weakened shields, setting them alight with electrical fire as 1/8th of the enemy ships mass was neutralized, effectively mission killing the enemy ship.

A small grin escaped Greg's lips as MacArthur's Avatar turned to him.

"Sir one salvo from the fleet, even in our weakened state will obliterate the enemy force. Though current UNSC war policy is still reflective of the Covenant war, do you wish to give the Republic Fleet an official Surrender request? By my judgment we could avoid further war by this victory as the Republic Senate, even in its clearly Dictatorial state, will by my calculations call for a cease fire and open negotiations with the UN after this lopsided victory. "

Gregory turned to the AI with his eyebrow raised.

"MacArthur by your calculations you surely know of my attitude on the subject."

Before the AI could respond Captain Haithum, Gregory White's long time friend walked to the Admiral's side.

"Greg I know you better than your family almost and after all we have seen, all we have been through together and all we have accomplished I know that you will listen to my advise correct?"

"Time to target 35 seconds!" WeapOPS called out as the surface of the planet passed by far below.

The Admiral turned to face the Captain and long time friend.

"You are the one who managed to keep me from getting my ass into, well , even more trouble with the rest of the Admiralty." he said with a chuckle.

"What do you think?"

"20 seconds!"

"I think we should let them surrender sir. We are not fighting the Covenant anymore." his longtime friend replied curtly.

"15 seconds!"

Admiral White turned to MacArthur's avatar.

"Have all ships stop once in weapons range but do not fire. Send a surrender request."

The AI nodded.

Ten seconds went by until the UNSC ships entered weapons range of the last remnants of the Republic fleet, passed 600,000 kilometers and then suddenly with long burns from their forward thrusters hidden away behind large armored doors in strategic locations, cut their speed and came to nearly a full stop.

"Opening a feed to the Enemy flagship." the AI announced before turning to the Admiral.

"Also I just received word from a UNSC Prowler _Sturmgewehr _in system approaching the Republic Flagship."

Admiral White this time very visibly raised his eyebrows.

"Damn spooks. What do they want?" he asked with suspension.

Admiral White and the Prowler Corps of ONI had a colorful history to say the least.

"They say they are moving to help retrieve Sierra 117 should he need help and assist in capturing any VIPs that attempt to escape via hyperspace capable lifepods."

Gregory shook his head, "Let them do as they wish but I want a full debriefing after this is over. Lets send the Republic fleet the message."

_**RNS Executrix**_

"What is the status of the Hyperdrive?" Piett called out in frustration as the bridge crew frantically tried to get a handle on the situation.

The fleet was finished.

Piett, the de facto commander of the fleet now ran through his head as many times as he could the simulations in which he could have beaten the UNSC.

Even the best ones ended up with the fleet destroyed or damaged to the point of no return.

However to think over the utter chaos that was now the bridge was nearly impossible. Especially as the _Executrix _herself had barely survived the battle, whole sections of ship were now open to space and only four of the heavy turbo lasers were online. The Shields were nearly gone and the hyperdrive had nearly been knocked out.

It was the same story for the rest of the surviving ships.

"Enemy fleet is coming around the arc of the planet sir! We are being targeted!" one officer called.

"We lost power to decks two and 13, casualties reading at 400 crewmen sir and another 1000 believed to be presumed dead or with life threatening injuries." said another.

"Hyperdrive is stabilized and will need another five minutes to reach a charge to activate." the helmsmen said.

There was no way out of this.

He was in a three way trap with no escape.

"Sir we are being hailed by the UNSC Flagship. They are requesting our surrender." the comms officer announced.

Piett inwardly slumped as he turned to officer, "Put it on."

The Viewscreen shifted to show the bridge of the mighty UNSC Battleship.

The scene on the bridge of the ship was the exact opposite of his, instead of panic their was nothing but calm professionalism and clear satisfaction.

The middle of the screen was dominated by the UNSC Admiral.

His face held a look that said one thing.

"_I beat your ass."_

"What do you want?" Piett asked.

The Terran's lips let loose a grin before replying, "_I am ordering you and your ships to accept terms for complete surrender_."

Piett felt the eyes of all those on the bridge turn to him as he gulped.

"_We have you trapped and are in position to annihilate your fleet with one salvo from our main guns. You have no choice. You have 30 seconds to respond."_ the enemy Admiral announced.

The words hit Piett like a stone.

He would have to surrender?

He frantically searched for options.

"What are your terms?" he asked with an air of defeat.

The man grinned. "_Good answer. You are to deactivate all weapons and move into a low orbit. Once that is done you and your command will allow your ships to be boarded by Marine forces to accept your surrender. We will continue on from there."_

Piett cursed as he knew that by placing his ships in a low orbit in the gravity well of the planet he was dooming his ships to be unable to use their hyperdrives and with no escape.

His mind ran through as many possibilities as he could think of.

"_Wait! It is possible to make a jump inside of a gravity well but the safeties of the navigation system must be deactivated, which would send us into a star or any number of things." _Piett's mind raced as he recalled his lessons at the Officers academy years ago.

One could perform a hyperspace jump in a low orbit but it would shoot a ship on a completely random vector.

"You have twenty seconds."

His mind raced.

"_It is suicide to make a full jump back to your desired coordinates as you would be unable to input the coordinates in the first place and you go in an unknown vector. However it is possible to enter hyperspace long enough for a hypothetical micro jump and escape a star system into deep space where there is no objects to threaten your ship. And then once away from the enemy he could properly input coordinates and make a true jump "_

It all had to be done manually of course and the time it took to be in hyperspace long enough to exit the system into empty space was only about five seconds tops, and such the charge would not have to be a full charge for the jump, but still...

There was a way out.

He had to warn the Republic about the abilities of the UNSC.

But he also wanted to hit back at the damned UN too.

He formulated his plan.

And inside he beamed with glee.

Turning to the awaiting image of the UNSC Admiral he put on a as fake of a defeated look as he could.

"We formally accept your proposal and hereby surrender."

_**RNS Resolute**_

"Sir you have to get to the escape pod now. The fleet is in total disarray and appears to be surrendering." Ayala all but pleaded with Yularen as he sternly and defiantly stared back in return.

"Ayala I will not abandon my fleet and my men. Even if we are forced to withdraw..." he replied before Ayala cut him off.

She could feel anxiety rise up in her as the Supersoldier, the UNSC "Spartan 117" as he was known as, was undoubtedly coming .

If Shaak Ti, Jax, and nearly all of the cruiser's Clone Troopers did not stand a chance against the Supersoldier, she could at best hold him off long enough for the Admiral to escape.

And at worst...

"Sir I am telling you to leave now! We stand no chance against this Spartan. You need to warn the Republic of the true abilities of the UNSC so we can prepare for war."

Yularen raised his eyebrow as he listened to her before nearly falling into the captain's seat with a huff.

"Damn you are right Ayala, we lost.."

Ayala's lekku uncurled in relief as she began to escort the Admiral to one of the four hyperspace capable escape pods.

Yularen stopped as he turned to the crew, still at their stations and looking at him with a mix of anxiety and respect.

"I want to thank you for your service. You have all performed above and beyond the call of duty, and have been at my side for countless battles. I thank you all." he said a loud and with the air that still commanded authority despite the ropes of defeat.

"All remaining crew abandon ship..."

At that Ayala felt an immanent threat in the force.

And it was coming from the elevator..

Ayala grabbed the Admiral and shoved him in the direction of the escape pods and with a flash ignited her lightsaber as the ten Clone Troopers on the bridge leveled their carbines at the door and the crew dove for cover.

The door was silent and unmoving for seconds before it opened.

Ayala tensed up as she prepared herself for anything.

"_Force give me strength."_

The doors opened to reveal absolutely nothing but an empty elevator.

The Clones looked at each other as Aayla, confused, searched for the danger through the force.

He should have been right...

Three thermal detonators and an odd green grenade with bumps all over its surface flew out of the top of the turbo lift through the doors as the Clones and the crew threw themselves into whatever cover they could find.

Aayla managed to duck behind the weapons station after dragging Yularen with her just before the grenades exploded with a tremendous roar of flame, heat and shrapnel.

One Clone was simply blown apart as five crewmen were either burned to cinders by the Thermal Detonators and another two were shredded by supersonic flying metal fragments.

"Stay here!" she ordered Yularen as she got to her feet in time to se the formally empty turbo lift now occupied by a towering and hulking armored soldier with a projectile rifle in hand.

By they time she got to her feet two odd burst of fire had let out and two of the Clones were brutally cut down before they could return fire.

The remaining Clones sent a stream of plasma at the supersoldier, but to Aayla's amazement the Spartan sidestepped about half of the bolts in a blur of super human speed as the rest impacted a glowing energy shield that surrounded his armor.

The Spartan immediately returned fire killing two more clones as the other four dove into cover.

Two crewmen began to fire from one of the consol pits with their holdout blasters, for all the good they would do as the Spartan simply pivoted and fired a larger underbarrel weapon on his rifle.

The explosion that followed again threw Aayla to the deck.

_**Sierra 117**_

Consoles from the oddly designed pit cracked and sparked with electricity as the smoke from the 30mm Grenade Launcher on his LAR cleared revealing the mangled corpses of dead enemy bridge officers and Clone Troopers.

A remaining Clone stood out from cover firing its blaster carbine on full auto, chipping away at John's shields as he turned and firing from the hip with the aid of his HUD sent three 8mm tungston rounds through the Clone's head, painting the wall behind him with the troopers blood and brain matter.

"The ONI Prowler _Sturmghewer _ is hailing me." Cortana chimed in as John dispatched another armed Officer with his SMG in his left hand before casually reholstering the weapon.

John raised is eyebrow as he scanned for his target, the Republic Admiral whom had led this attack on the UNSC as his HUD displayed bits of information on the Admiral, named Yularen and how he looked like as he would not accidentally kill his objective.

"How long have they been sneaking around the system?" he asked sarcastically as yet another Trooper fell to his LAR and his withering fire.

"My guess the entire time. They say they are moving to provide support and will give us our extraction as well as assist in retrieving any lifepods, particularly FTL equipped ones." Cortana answered.

Enemy fire all but stopped as the Master Chief dispatched the last of the bridge's Clones and all but walked to the center of the rather large and poorly designed bridge.

The view outside was spectacular with the Colony hanging high in the window , but the placement of the bridge in such an exposed location was mind numbingly unwise.

The dead all but littered the deck as John checked his motion and heartbeat trackers to find two contacts in an alcove to the side which had to lead to the lifepods.

Shouldering his LAR, which he was growing very found of, John advanced on the contacts.

_**Resolute Bridge**_

"My god." Yularen whispered as Aayla, with her lightseber deactivated, moved the Admiral to the awaiting lifepods.

"Sir you need to get out of here." she whispered as she put him into the life pod and began to seal it.

"But what about you?" Wulif asked with concern.

"I'll hold that thing off as long as I can so you can escape and then Ill take the other pod."

"Hold it right there!" A thunderous and deep voice boomed throughout the bay, making Aayla nearly jump as she spun around and activated her lightsaber with a flash.

There he was, the supersoldier, with his weapon aimed squarely at her head.

"You are to lay down your weapon and surrender. Under UNSC Code 561 I hereby place you and Admiral Wulif Yularen under Prisoner of War status as per the Third Geneva Convention of 2312." he ordered as the man slowely walked towards them.

Aayla could fell the force all but screaming at her that she was in danger as she looked first down the barrel of his projectile weapon which could turn her body into any number of bloody messes and then the golden reflective visor.

Aayla thought calmly as she deactivated her lightsaber and shot the Admiral a glance.

"You cant win." she spoke, stalling for time as she reached out in the force.

"On your knees hands behind you head." the Spartan barked, unamused by her antic.

"_Let the force flow through you." _the words of Master Yoda echoed in her mind before she grinned.

"I think you are the one who needs to surrender."

With a flash and using nothing but the force she slammed shut the capsule to the life pod and feeling for the controls shot it away down its short launch tube with Admiral Yularen grabbing frantically to secure himself to a harness as the pd shot away from the crippled flagship.

At the same time she grabbed a damaged section of plating from the ceiling and sent it crashing down onto the Spartan, whom dove out of the way as she activated he lightsaber with a snap hiss.

Flipping through the air the supersoldier landed with a very loud thud as he re-trained his weapon on her head.

"You do realize there is a UNSC Stealth ship waiting to retrieve his pod? He will make it maybe three miles from the ship before he is captured." he replied.

Was it a bluff?

Reaching out for Yularen's presence she could feel him growing more and more distant, and the Admiral, though full of worry for herself, was safe.

"You are..."

She didnt finish before she could feel Yularen suddenly become both enraged and trapped as the Admiral finally let loose the string of curses in three different languages that he had been holding back for hours as his pod suddenly stopped and was caught in a tractor beam to be slowly dragged into a cloaked ship of some kind.

"I dont lie Aayla Secura. Now surrender." the Master Chief repeated with a hint of annoyance.

She could tell that he didnt let his enemies surrender very often.

Her mind went from zero to sixty in a second as she wieghed her options.

With the Admiral captured and the fleet, well there wasnt one anymore; there was no one to tell the Republic what had happened and warn them about the power of the UNSC. The Republic would not know they were in what was to be a likely devastating war until the UNSC Warships came to some Republic world like Taris, Anaxis or Alderaan with weapons blazing.

They had to be warned of the power that the UNSC truly was so as to prepare for the worst. Maybe the senate could create a cease fire, though she highly doubted the UN would stand for it, not with their ties to the CIS.

She had to make it to the other life pod.

"I wont surrender." she declared flatly as she grabbed the collapsed ceiling panel and placed it in front of her just in time to deflect the burst from the Spartan's rifle.

Flinging it at him as she dove to the pod she lept in with one last leap.

Just as she was about to clear the hatch, all she heard was the ominous burst of the UNSC Spartan's rifle.

He left leg which had been sticking out in the half second it took her to travel the distance into the pod exploded below the knee in a blood and bone and separated completely as three 8mm hypersonic rounds tore through it.

The pain was unimaginable.

Loosing all self control she let out a shriek of pain as she hit the floor of the tiny lifepod as the hatch closed with half her leg on the other side as the Master Chief ran to the other side of the hatch just in time to see her rocket away.

No matter how hard she tried to stem the pain with the force she couldnt.

Lightsaber blades that hacked off limbs would cauterize their wounds and actually destroy the nerve endings completely with their heat, though still incredibly painful the pain wasnt as traumatic.

Projectiles were not so clean or humane. They merely ripped things apart and punch clear through skin flesh and bone and let blood pour from their wounds.

With a wimper that left her feeling defeated she grabbed the med kit below one of the ominously empty seats and after ripping it open slapped a full Bacta Pad on her mangled remains of her left leg to stop the blood flow and close the wound.

With the help of the force she dragged herself up to the viewport to see the _Resolute_ quickly growing smaller by the second as she went to the navigation console and imput coordinates for the small and one time use hyperdrive to jump , a trip that would take days thanks to the small size of the drive.

Three seconds later the crew on the Prowler which was currently securing Yularen's life pod angrily watched as the pod disappeared into hyperspace.

_**Resolute**_

John's fist slammed into the hatch to the now empty escape pod tube, putting a very large dent into the metal as he cursed.

"I lost, she got away."

"Oh relax Big Guy its only one Jedi. Plus she probably will die from her wounds anyway. The Admiral is in custody and the enemy fleet has all but surrendered. We one." Cortana retorted.

John breathed as he calmed himself down.

He hated loosing.

But Cortana was right.

With a sigh he placed his LAR on his back as he moved towards the bridge of the ship, ignoring the bodies of the crew.

"What about the rest of the ship?" he asked as he inserted Cortana back into the mainframe.

"I have every part of the ship locked down. Those that I didn't simply shoot out into space or asphyxiate are trapped in whatever section they are in. I will move us towards the planet." Cortana replied as John felt the deck vibrate, the warships engine's coming back online as they pushed the ship towards the fleet.

"Also ONI has the Admiral in custody. He apparently tried to put up a fight but they simply tazed him." Cortana said with a laugh as John grinned.

"Well I guess that is a way to make a prisoner behave." he chuckled while thinking over the battle.

It was a huge victory for the UNSC.

Though by the final years of the Covenant War the UNSC was for the most part evenly matched with the Covenant they had not won a battle this lopsided without using "creative" tactics and traps like causing a gas giant to turn into a brown dwarf or leading the enemy into a massive mine field. Plus aside from certain battles the Covenant war was either a largely Guerrilla War or a defensive war and when the UNSC when on the offense it was usually a counter offensive to reclaim a lost colony or strategic world.

This war would be different.

"Its only beginning."

_**Warhound**_

"Sir the enemy Commander is saying they are having trouble shutting down certain systems from battle damage. He says because large sections of power systems were destroyed if he re-routes power from, in particular his remaining main battery he could loose the whole ship. He says it will be up to thirty minutes before he can truly power down." the Communication's officer announced as Admiral White raised his eyebrow.

"You believe him?"

"Scans from his ship do point to a number of systems being heavily damaged, so its not a stretch." MacArthur replied as he went over more readouts from the fleet.

"How goes the rescue operations?" Gregory asked.

"We have recovered survivors from the _Bellophron, _the _Edge of Darkness,_ and the _Shinanio_. However fleet wide casualties stand at around 10,000 crew with another 5,000 wounded. With the groundside Marine and Army casualties we are looking at 14,500 approximately."

Admiral White cringed as he mumbled, "So many families ruined, all in seven hours."

The rescue teams were cutting their way through the ruins of trashed warships to get to those trapped inside each ship were making progress, but it would take hours to reach them at best.

As bad as the UNSC's losses had been, Gregory couldnt help but cringe at the thought of the losses the Republic had taken.

According to scans and intel each Republic ship had as many as 10,000 crew on some ships, which meant that their losses could be up to a hundred thousand losses just in the fleet.

Shaking his head as he leaned against the Holotable Gregory ran his had through his hair as MacArthur's avatar turned to him.

"Sir our Pelicans are nearing the Republic flagship. ETA three minutes."

_**Executrix**_

"What is the status of the hyperdrive!" Piett all but yelled as the chief engineer replied as fast as he could over the intercom.

"Sir my men and the repair droids are nearly done, we can probably make a micro jump in the condition we are in and we have bypassed the safeties on our navigation computer so we can make a microjump. However I cant guarantee that we can hold together sir."

The sounds in the background certainly confirmed the hectic nature of the hyperdrive core where any engineers that were not trying to seal the hull breaches that dotted the Star Destroyer were all in the hyperdrive core working on repairing the battle damage.

"It will have to do." He answered before looking back at the tactical display of the fleet, well the functioning part of it.

Only three ships would be able to jump along with the _Executrix_ , as such as many crews as they could were being transferred to the_ Executrix _under the guise of having to evacuate their ships for various reasons.

However for one of those ships, the Victory Cruiser _Correlian Winter_, its energy fluctuations were intentional.

Having survived relatively unscathed it was perfect for his plan. Evacuated, Piett having claimed to the questioning UNSC Fleet that it was loosing containment of its core, its weapons and systems were now slave linked to the _Executrix_'s own.

The fleet was currently in a high orbit just over the main landmass of the world, with the Terran Fort and its ant orbital guns aimed directly at the underbelly of the few ships left and the UNSC Fleet having formed around them with less than 10,000 miles between them, their main guns, missiles, and secondary batteries all ready to send each surviving ship to kingdom come if necessary.

One of the remaining ships, the Venator _Guralia _was being evacuated as its reactor was beginning to loose containment.

The ship was hardly even space worthy anymore as it had been hit by a MAC round, luckily from a Destroyer as it was a regular 600 ton round, but still the entire bow of the ship was a wreck, the hanger trashed and up to a full tenth of its mass either obliterated or shattered as it began to break apart as hull sections began to crumple and tear off.

Piett however, smiled.

It was just what he needed.

A shield.

"Manuever us over the _Guralia _and put us in a mile above it, we can use it as a shield. Status on weapons?" Piett asked as he watched his XO talking with the captains of the other vessels via courier shuttles and short wave radio comms.

"Sir we have enough power for several salvos from our fore heavy batteries sir, but thats about all we can manage. What is our target?"

As Piett leaned in to show him on the computer the man's eyes widened.

_**UNSC Pelican Class Dropship**_

_** Flanker 56**_

"_This is Executrix command, do you copy?"_ The controller on the enemy warship asked as the pilot of the Pelican, loaded down with 20 heavily armed ODSTs and followed by three other Pelicans while being escorted by two Falkens and a Longsword , maneuvered the dropship through the ruins of Republic warships that made the Pelican look like but a speck.

The man couldn't help but whistle at some of the damage that most of the ships had as he was forced to avoid several rather large chunks of floating debris as he made his way to the docking bay of the de facto enemy flagship to accept their surrender and enforce it.

Though exhausted from the countless trips in between the ground forces or helping the evacuation of Long Range Base Five, which was now breaking up from the sheer amount of damage it had taken from heavy weapons fire, he and his copilot were ready for just about anything.

"You know you still owe me a drink." he said to his copilot as he neared three miles from the Star Destroyer, the 1700 meter long triangular warship growing ever larger by the second as it began to become the main viewing material for him other than the surface of the planet only 400 miles below.

"Hey I am just as surprised as you are that the Admiral even let them surrender, but we are not fighting the Covenant anymore so the rules must have changed." the copilot chuckled as he checked the status of the landing gear and weapons, just in case things went sour.

"Yeah I..." Flanker 56 stopped mid sentence as he stared at the sensor readings on his HUD.

"Holy shit the energy readings just went off the scale!" He exclaimed before opening a link to the Space Ops controller back on his home ship the Carrier _Graf Spree._

"Are your reading this?" he asked as he could hear in the background of the CIC the commotion of the crews racing to their stations in preparation for the worst.

"Yes we are bug out now!" the woman on the other end sternly ordered.

"Shit it hit the fan!" his copilot moaned as the Pelicans and their escorts began to split and race back to their mother ships.

Just before Flanker 56 could flip his ship over to turn back the enemy flagship and two others seemed to stretch in space before shooting off into the expanse.

A Hyperspace jump.

"What the hell?" his copilot roared.

"Did they just make a hyperspace jump _inside_ of a gravity well? How the hell did they do that I thought they couldnt?"

He was cut off as one of the now three ships left, a Republic Cruiser if he remembered, unleashed a full broadside of every weapon it had, sending a wall of green plasma toward its target.

The surface.

"Oh God please dont tell me that that is what I think it was."

Looking down onto the continent below him through the cockpit he could see a fireball erupt.

_**UNSC Warhound**_

"TAKE THAT FUCKER DOWN!" Admiral White all but screamed as the Battleship and the other ships of the fleet fired at the belligerent Victory Cruiser.

The ship simply ceased to be as four MAC rounds, twenty Particle Cannon pulses and two Energy Projector beams eviscerated the ship, turning the Cruiser into nothing more than pieces no larger than a small house in under three seconds.

"Where did they hit?" Gregory asked as he ran to the TAC Map and MacArthur's visibly worried avatar while trying to hear over the panic that had become the bridge of the flagship and those of every other UNSC ship in system.

"Sir we have lost all contact with the Colony. Ft. Longston is reporting that they could not get a shot off at the flagship and that smoke and dust is already visible from the direction of the colony."

The AI paused as Gregory felt the air catch in his throat.

"Flyover from a Longsword is confirming sir, there is nothing left of the colony. The dust is just now rising and fires to the surrounding area are beginning to blanket the area with smoke."

The crew of the _Warhound_, many whom had served alongside Gregory and had witnessed untold destruction at the hands of the Covenant, closed their eyes in anger as the younger crew members and officers gasped and covered their faces.

"Sir what of the other Republic ships?" MacArthur asked.

Admiral White shot Captain Haithum a glance.

The man's normally calm face was full of just as much anger as he felt as the Captain went about managing his ship through the chaos.

"Kill them. Every last one of them. And get me a link to General Hudung." White hissed as the AI nodded and sent the commands to the other ships of the fleet.

The crews paused for a second before complying.

The remaining Republic ships, all but crippled, were helpless as their crews watched the UNSC ships close and fire.

Three new suns briefly dotted the skies as the CIWS on the UNSC ships shot down any escape pod that they could see.

There were no survivors.

Then twenty thousand Kilometers from the fleet fifty slipspace ruptures emerged.

"New Contacts!" the radar operator shouted.

"Wait! IFF signals coming in. Its the Trafalgar and her battlegroup!"

Emerging from those slipspace ruptures came fifty five UNSC ships.

Four Warlock Battlecruisers, eight Marathon Cruisers, 17 Destroyers and 25 Frigates emerged, all lead by a single massive ship that was nearly 3,900 meters long.

A Trafalgar Class Supercarrier, and this particular one, one of the current five in the fleet, was the Trafalgar herself.

Called by many as the most powerful ships in the fleet, the ships actually were only armed with one MAC gun, thirty Particle Cannons and a 800 Archer Missile pods. The difference was that that single MAC gun was a Mark II Super Mac, only half as powerful as the SuperMACs on the ODPs over Reach or Earth or any other fortified world, it was still more than capable of killing all put the largest Covenant Warships, the titanic supercarriers, in one shot. And on top of that were massive hangers which carried up to 500 Falken Space Superiority Fighters, 230 Longswords, and the ability to carry enough troops and equipment to single-handedly launch an assault on a heavily defended world and hold it.

The ships began to accelerate towards the UN Fleet and hailed the _Warhound_.

"We have a link from the _Trafalgar_, Rear Admiral Dean commanding." MacArthur announced as Admiral White nodded solemnly.

The feed came online as the Rear Admiral, his face filled with concern asked while saluting. "What is the situation sir?...What the hell happened?"

_**Cienna**_

_**RCT-2310 "Jic"**_

__"What the hell happened?" one of the Clones next to Jic in the line they were marching in along with a seemingly endless stream of surrendering Clone Troopers who were marching, helmetless, under the guard of UNSC vehicles and Soldiers who had their fingers on their weapon's triggers at all times.

"I dont know," Jic replied. "But I think that that cloud of smoke from the east certainly has something to do with it. I thought I saw turbo laser bolts though."

"No way, the fleet would never bombard the planet. Maybe they hit the base?" the clone, nicknamed "Gunner" , for his like of heavy weapons and his position on a AT-TE as its main gunner, asked.

"No the base is to the West." Jic replied, and I heard that the fleet surrendered.

As they trudged along the rocky trail they began to slowly climb a ridge as a four wheeled UNSC recon vehicle with a stern looking Terran on the machine gun on the back passed them

Thirty minutes after they had begun this march the UNSC soldiers had all became very stern and angry looking, some cursing and other having to be restrained by some officers.

He didnt know what had happened, but after having been told that the UN would take prisoners as opposed to the CIS, all the Clone Troopers and himself were a little at ease when they surrendered.

However something was happening.

As they climbed they passed two Terrans visibly arguing.

"Sir I respectfully refuse to follow those fucking orders! I know what they did was awful and I am pissed as hell too but they are not the Covenant!" a Terran with a larger weapon shouted at an apparent Officer, his armor having the marks of one on the side that the Terrans used to designate rank and wearing a hat with the UNSC Insignia instead of the helmet they wore.

"Private You and anyone who does not want to follow these orders are not being forced to. These are from the top and I agree with them. You will however report to debriefing when we RTB is that understood?" the officer replied cooly.

The Terran private saluted. "Aye sir, understood and thank you."

"What the hell was that about?" Gunner asked as they crested the top of the ridge.

"Ive seen that a lot in the past few minutes." another clone stated as they marched.

"About half of the UNSC troopers Ive seen were marching the other way or were doing the same thing. Whatever order they received is unpopular but they are not forcing them to follow it, though it seems like enough are."

Reaching the top Jic found them along the edge of a large cliff that overlooked the terrain for miles.

And miles away near the horizon a gigantic pillar of smoke and flame was reaching into the heavens, making the other fires from the battle look miniscule as a pair of Terran Dropships flew in low overhead, their engines roaring as they shot towards the fire and the setting sun.

"What the kryf?" Jic asked.

"All Clones halt!" a loudspeaker shouted as the now Prisoners of War Republic Troopers obeyed.

A line of UNSC soldiers armed with various weapons and several UNSC vehicles with machine guns were behind them as they made a line parallel and behind that of the Clones.

"Turn forward and walk ten feet, place your hands on your head. You will be bound and cuffed and we will transport you from here. Thank you for your cooperation." the loudspeaker, apparently mounted on one of the light Terran wheeled vehicles, blared.

Looking at each other they complied, though Jic began to question why they were so close to the edge.

"What the hell are they?..." Gunner asked as he was cut off by the cocking of weapons behind them.

Time seemed to slow as Jic's heart caught in his throat.

"By the..."

Hundreds of weapons all spat flame and shell casings as the UNSC Soldiers fired.

Gunners body and those nearest to him began to twitch like puppets as bullets went through them in sprays of blood.

Jic tried in vain to run before he felt two slugs pass through his armor and into his chest.

Crying as he spat up blood he turned around in time to see the barrel of on UNSC soldier's weapon, the woman's face showing little emotion, spit flame.

Jic did not feel the bullet from the Gauss Rifle pass through his skull.

His limp body soon tumbled down the cliff along with those of hundreds of other Clone Troopers.

_**Resolute**_

__Watching the reports from the bridge of the former enemy flagship , John clenched his fist as Cortana informed him of the situation unfolding groundside, the orders that had been given, and the status of the fleet as the ONI Prowler docked with the ship to pick the Spartan II up as the flagship settled into a low orbit with the rest of the UNSC fleet and its considerable reinforcements.

"This war will not be so different after all." he stated lowly as he remembered one of the lessons the AI Deja had taught him and the other Spartans when they were training.

"_Mankind's biggest threat, no matter how advanced man becomes or how many worlds grow within his grasp, will always be himself."_

_**Hyperspace**_

In the swirling depths of hyperspace on board the escape pod, Aayla shot up with a start.

Her body was cold and covered in sweat, and her leg still was in pain despite the bacta.

Having propped herself against the bulkhead of the small cabin she had immediately fallen asleep after cleaning her wounds.

What woke her up was not the near constant pain.

It was the force, and something terrible had happened.

Something that would change the galaxy, and violently.


	9. Chapter 9

This chapter is a lot shorter than the others, I plan on making shorter chapters but to pump them out faster, though I have had a ton of work and finals so sorry for the delays

_**Forces Under UNSC Special Operations Command (SOCOM)**_

**Office of Naval Intelligence- Op. 40 Teams**

**UNSC Army**_**- **_**Green Berets**

**UNSC****Marines- Orbital Drop Shock Troopers**

**UNSC Navy- Orion Program Spartan Supersoldiers **

**FLASH MESSAGE**

**Priority**

**/Start Message...**

**/ONI Action Report**

** - Sender**

** -Prowler Class Vessel **_**Sturmghewer **_

**:Station- Alpha Rendara System**

** Message Reads,**

**Drastic action against POWs taken during the defense of Cienna. Read following report about action taken. Possible Violation of Geneva Convention of 2312 against POWs. **

***Attachment* Video file**

_**March 17th , 2561**_

_**Reach**_

_**Epsilon Eridani System**_

_**New Alexandria, Espoz**_

_**ONI Headquarters, Olympic Tower**_

Towering over the impressive skyline of New Alexandria the iconic black form of the 2 kilometer tall Olympic Tower seemed to watch over the city of 55 million and the endless activity on the bustling streets below.

The Tower, covered in a near ridiculous amount of triple failsafe security, was the "official" home of the Office Of Naval Intelligence Headquarters and research divisions for outsourced projects under the UNSC Navy. At times the tower would serve as a secondary headquarters for UNSC Highcom, but the Real High Command headquarters were in the expansive and immaculate High Com Center in the middle of a gigantic proverbial fortress of reinforced concrete, Bunkers and weapons that was Fort Leventhal outside of Manassas several hundred miles away.

However the tower, with the impressive backdrop of New Alexandria's expansive skyline , mountians and three orbital elevators 10 miles off of the coast, the tower was a symbol of the mystery that was ONI and the power of Reach as the crown jewel of the UN and UNSC colonies.

The powerhouse which Reach was, mankind's fortress among the stars as many called it, would put most other planets to shame (aside from Earth and the Sol System), with its massive fortifications of 95 semi mobile Super Mac Orbital Defense Platforms, thousands of smaller defensive satillites and the 650 strong Epsilon Eridani Fleet on top of the near 50 million plus strong military manpower groundside in addition to the other defenses of the other Colonies in the system. Its defensise aside the planet was fast becomming recognized for its importance by the galactic community for its power and wealth, though its exact location was still mostly a mystery.

The 7 billion people that inhabbited the planet made Reach into the largest of the Colonies, as well as the economic center of trade for most of the UN due to its superior jump point and its almost perfect slipspace connection with Sol's inferior Jump point.

Along with the other planets in the rather large Epsilon Eridani system , Circumstance, Tribute, Tantalus and Beta Garbrial, the system was the center of UN and UNSC activity outside of Earth and Sol, and as such the system was on overdrive as of now.

With war officially on with the Republic, Olympic Tower seemed to radiate with constant communication and military activity as the UNSC began the very first motions of gearing up for war.

Such was the highly secure room where the heads of the sections of ONI, Section I, Section II, the highly secretive Section III, Prowler Corps and Signal Corps were all meeting, nicknamed the "Chamber".

"Can we confirm that Alpha Rendara is still ours?" the head of Section I asked from his seat at one of the emaculate consols that encircled the large white washed room.

"Yes we can, Admiral White managed to destroy or disable up to 93 percent of the Republic Fleet and groundforces. His fleet suffered losses with up to 70 percent either destroyed or disabled, but considering he was outnumbered three ships to one its still a massive victory." the head of the Prowler corps answered.

"So can we expect our forces to have around a three to one advantage during confrontaions with Republic fleets?" the man asked.

"Approximatly that, give or take, though the numbers do change when taking into account enemy capital ships such as star destroyers versus our Escort ships and lighter Republic ships versus our Capitol ships. "

He paused as he took a drink from a glass of water, "And it is mainly due to larger engagement ranges of our ships. However I do want to point out that the Republic has enough ships and fleets to throw at us to make that number seem un noteworthy and mitigate our advantage."

"Indeed," Section III replied, "That is why HighCom and POTUN has tasked ONI to begin Counter Op operations on key worlds where instability is present to draw off Republic forces and gain allies. We already are drawing up plans to arm Rebels and incite civil wars on planets under Republic control that have "negative" views of the Republic."

"What of the CIS?"

"The CIS has effectivly regrouped enough that its homesystems such as the capital Raxusand its system along with, Muunilist, Rendilli , and Duros to name the largest ones and their primary backers are secure. It is also note worthy that the CIS managed to Retake Boz Bity and have already opened it for UNSC forces to use. The re-arming of the militias and retraining them into the new Confederate Army is going smoothly. On note of the Insurgency Black Ops, what assets do we have at our disposal?"

It was Section One's turn to join in.

"We have Army Green Berets ready to be deployed to Nal Hutta, Fondor, Jabiim , and Abregado-Rae." he answered as the room darkened to show a truly massive display of the galaxy map, with the sectors mentioned highlighted in green.

The Green Berets were the Elite of the elite in the UNSC Army. When the UEG was formed the military power of the old United States was the most powerful of the four super powers and largely led the newly formed UNSC during the Intersystem war until its final years when the militaries of the various nations were all finally integrated . As such many aspects of the old US military survived despite the best efforts to prevent one of the Superpowers from having more power than the other nations and made their way into the UNSC. One of the most prominent of which were the Green Berets. Under the UNSC the Green Berets became an elite special forces division which specialized in operations such as instigating insurgencies and armed rebellions, counter insurgency operations,and other Black Operations, generally the same role that they had before.

The UNSC battle plan was to try and tie up the much larger Republic military with as many incited rebellions as it could support and incite as well as using the CIS to draw off and attack as many Republic fleets and forces as possible. As such the UNSC would be able to fully exploit one of the key weaknesses the Republic had.

Though the Republic hundreds of times larger then the UN, its numerically superior forces were spread out. If the UNSC could draw off more of their fleets and armies, the UNSC could effectively fight on its own terms.

"They can be deployed within 24 hours. The stealth cruisers _Point of No Return, Nightingale, _and _Dark Watch_, are on station in the Jabiim system and Taris System and can have them planet side in as little as an hour. Our contacts on Jabiim have put us in contact with the Jabiimi Rebels for several months now and we can actually begin the first shipments of weapons at 6:00 am current time ." Section II finished as She sipped at her coffee.

"What weapons are we shipping the rebels on Jabiim again? Hopefully not our best up to date weapons." the Prowler Corps head questioned.

Section I chuckled, "Dont worry we are giving them the stuff we keep in the shed. MA5s with AP rounds, BR55s we pulled out of storage on Mars, SRM-99 Sniper Rifles, old BDUs, LAWs, older M247 Machine Guns, mortars and medical supplies. We also are giving them 30 Warthogs, ten APC style Hogs and the rest armed with the M41 LAAG."

He paused before adding, " And that is just this weeks shipment, a much larger one is due in next week that is much more hefty, including 10 retired Shortswords complete with simulators and a team to train them to maintain them , 20 of the old Hornet gunships, small 5 inch towed artillery pieces, TOW missiles, six UH-144 Falcons, and eventually two older model Pelicans and a retro fitted Corvette we are pulling out of retirement all along with enough instacrete to remake Hitlers Atlantic wall twice over. "

"Not to mention what we are giving to the other Seperatists holdouts cutoff from the Confederacy. "

Chuckling Section III waived them all down, "However there is something that the Admiralty will know about soon which is what happened after the battle with Republic forces."

The section heads all nodded at once as the video feed changed to that of hundreds of dead, clearly murdered Clone Troopers all riddled with bullet holes and thrown off of a cliff.

"As you know Admiral White is known for being ruthless, but this is not the Covenant anymore." Section One said while staring at the images before him with a blank face, as if not effected by the carnage before him.

"The Admiralty will take measures for punishment most likely but they will probably let this slide. The rules of the Geneva convention were not stated to be in place yet and as we all know the Covenant destroyed all meaning of that document. We need to publicly reinstate it and reiterate the rules of war. Also the Admiralty and President Vladislov will likely ignore it as Gregory did allow them to surrender only to have the enemy commit a clear atrocity. " he finished.

"The Admiralty, particularly Cole and maybe Lord Hood himself will be pissed, but they will probably just give him a reprimand. Admiral White is too valuable an asset not only for his battle skills but for the moral he brings to military personnel and the public. He will more than likely lead the counter assault when it comes."

The room lit up again as the projector turned off as Section I spoke up.

"Alright this session is over, the President will be making his announcement soon."

_**Earth**_

The streets of the major cities around the homeworld of humanity were always busy with endless throngs of people going about their business with the calm and security that spoke of some ignorance that all civilians of most races had.

In the streets of Washington's Manhattan district waves of people walked on the sidewalks about their business below the towering skyscrapers that stretched miles in the air as the never ending traffic of cars, busses and flying transport taxis seemed to dance among the people and buildings.

Times Square, celebrated for hundreds of years for the vast amount of people from every human culture imaginable having either walked, worked, or visited, was a sea of people as gigantic holographic screens and the endless amounts of light from them bathed the area for a mile in artificial light in defiance of the afternoon sun with advertisements and news from all over UN space.

It was as if at once that all of the advertisements showcasing the latest in fashion, food and personal technology suddenly went blank for a second before showing the unmistakable flag of the UN and UEG, with the white Eagle clutching Earth with the old UN wreath of Olive branches surrounding it in its talons and under its outstretched wings the dozens of stars that symbolized the Colonies all beset by a blue backdrop

Under the flag were the words, written in English as well as French, Arabic and Mandarin, office of the President of the United Nations.

The image stayed on for several seconds as the masses all stopped and looked up at the screen. Others stole quick glances at the towering Capital Building if their view was not blocked by the city-scape before all asking each other what was going on.

The screen suddenly changed to the image of President Reagan Vladislov sitting at his desk in the upper floors of the Capitol Building with a concerned look on his unmistakable face.

"_My fellow Terrans.."_

The term Terrans had only been adopted recently in light of the discovery of many more humans throughout the galaxy, as such the ancient latin term for human was re-adopted to describe the humans of Earth and her colonies.

"_..Approximately a day ago the forces of the Galactic Republic mercilessly attacked the outer rim colony of Cienna."_

People's eyes widened as they began to all talk to one another and cars on the streets all stopped as their drivers or passengers got out to see as well.

An eerie silence had taken over Times square and the other parts of Earth from Moscow to the metropolises of Sao Paolo and Mumbai to the small towns of the American midwest and Africa.

The screens switched to show images of first little known world to then switch to the images of a fleet of UNSC ships firing their MAC guns in streaks of light at unseen targets off in the expanse of stars. The image then switched to a camera image taken from no doubt a UNSC ship of the Republic fleet, a close up shot of a massive Imperator Star Destroyer before zooming out to show the dozens upon dozens of other enemy warships before a faint hint of green energy coalesced on each ship before their main batteries spat forth a wave of fire.

The video continued as a good sized UNSC fleet killed dozens of enemy ships before the enemies' own fire struck, obliterating several Terran ships and damaging a dozen others.

The screens reverted back to the face of Vladislov.

"_The UNSC forces fought gallantly. Under the command of Admiral White and outnumbered more than three to one, UNSC forces managed to defeat the Republic handedly."_

People began to stir at this.

"_However our victory was not without sacrifice."_

Images of disabled or destroyed UNSC ships in orbit above the world flashed by before switching to burnt out UNSC ground vehicles on the dusty plains of the colony. The images then showed a line of still bodies covered with a UN Flag and their rifles shoved barrel first into the ground with their helmets on top.

People began to clamor and chatter amongst themselves louder as the voice of the President of the United Nations spoke over the video.

"_But the enemy paid dearly for their actions,"_

Images of dozens of utterly destroyed Republic ships in space above or beyond the Colony were shown as one video showed a Venator with its guns firing being struck by three MAC rounds, the first two causing its shields to collapse and the third striking amidships, destroying up to a tenth of the ships mass and hitting something vital as the ship then turned into a nova.

More videos of UNSC Grizzly II tanks firing their main guns at Republic walkers, helmet cam footage of Marines engaged in combat with Republic Troopers and winning, and burnt out shells of Republic war machines with dead bodies of Clones all around as a line of Terran tanks and APCs charged past and a Sparrowhawk shot overhead with its guns spitting flame at an unseen target.

"_However UN civilians paid the ultimate price as a cowardly enemy commander who surrendered turned the weapons of his ship on the small and defenseless colony."_

The pictures of a flaming cloud of fire appeared before switching to show the husk of what once was a pre-fab colony homestead with the number 50,000 presumed dead written at the bottom.

People were silent at this before the image of President Vladislov re appeared.

"_Citizens of the UN and her Colonies, we are at war with the forces of the Republic who brutally attacked the UN and UNSC forces without any provocation and murdered fifty thousand civilians. The UEG general assembly and the UN Parliament have unanimously drafted a declaration of war with the Galactic Republic ."_

_**Corellia**_

Orbiting the heavily populated world of Corellia amongst the dizzying amount of civilian ships and transports, and Corellia's massive shipyards was a massive military space station and Republic fleet support base.

Fleet Node 6 was built in the second year of the Clone Wars in response to CIS attacks on the Corellian Sector to help buff up Corellia's defenses along with a fleet of 40 Warships ranging from Frigates to ten Venator Stardestroyers which operated independently of Corellia's own independent Fleet of ships.

Inside the vast command center of the station amongst the display screens and control consoles the station's radar operator tried to stay awake as he watched some of the system's civilian traffic make their way out of Corellia's gravity well past a group of Corellian Defense Forces Corvettes to transition to hyperspace.

The young man sighed as he looked to one of the several Clones that worked in the CIC with the name Gabe.

Gabe had a mechanical left arm which he wore his white armor over to cover that he had lost during one of the battles in the Outer Rim sieges

"I wonder what is on the Holo net right now." he asked aloud as Gabe paused from his work a second before answering.

"Probably more of those useless debates on the upcoming war with the UN. I cant stand to watch anymore news and I think its odd that I am saying this but I would rather be pleased to simply enjoy some piece and quiet on my next shore leave, maybe drop by a few shops on Coronet."

"You check out the latest Terran music?" he asked.

Gabe grinned, "Of course. Some of their stuff is downright awful to my eardrums but that Flip music or "Rock" as they call it I cant get enough of."

The radar operator laughed as he glanced to check if any of the officers were nearby.

"Yeah me too. I picked up some or their older stuff in that genre, some band called _Metallica_ from several hundred years back. I cant get some of their stuff out of my head. You should see the night clubs their dance music is almost all they play when they can get a hold of it."

The Trooper chuckled, "I dont think you will see me in one of those anytime soon."

Suddenly the threat board on the station lit up and alarms began to wail as three contacts, huge contacts came on the screen only one hundred thousand kilometers distant almost right in the middle of a civilian shipping lane over one of Corellia's moons.

"What the hell! I have contacts!" the man all but yelled as the station went to battlestations and the Correlian Fleet and the Republic fleet all did the same, several ships and starfighters moving to intercept.

"What have we got?" the senior officer shouted as he ran over to the radar station.

"Three large contacts, profiles coming in ...wait I have three Friendly IFFs coming in!"He exclaimed as the advancing Republic and Correlian Ships slowed their approach and ceased targeting the ships.

"It reads as Imperator Class Star Destroyer _Executrix_, Venator class Star Destroyer _Ashallia_ and Victory Cruiser_ Duroban_."

"The Executrix? All of those ship were part of Yularen's force!"

Civilian ships were scattering to move out of the path of the ships as more readouts came in on Gabe's screen.

"Sir those ships are heavily damaged, my god that Imperator is falling apart almost. I am reading a message from the captain."

"Put it on."

The image of a young and exhausted captain and a nearly inoperable bridge behind him came on the screen as the captain, Piett, saluted.

"What happened? " the officer simply asked as the assembled crews of the station and the Republic and Corellian ships present listened in.

"The UNSC, the damned Terrans... They beat us."


	10. Chapter 10

_**So sorry for the wait, but now that I am done with exams I can actually work on this.**_

_**This chapter is shorter than usual but from now on they will be out much faster. I am already working on the next chaper**_

In the corridors of the ever expansive Galactic Senate building, Palpatine angrily crushed the comms droid that made the mistake of getting in way with a simple grasp of the force. As the wreckage of the droid clattered to the ground the Chancellor was quick to be grateful that he was alone.

The news he was just delivered could not have come at a more awkward time.

He was just about to go in front of the Senate and speak on the prospects of his emergency powers which he had been granted to fight the Clone Wars, and he was going to essentially have to fight hard enough as it was just to keep them.

Now he would probably have to simply use his powers to force the members of the Galactic Senate to vote in his favor.

"_It appears that I underestimated my opponent"_ he thought as he remembered the news.

The forces of the UNSC had managed to handedly defeat Yularens fleet.

The simple word for the situation was a disaster.

He himself could not believe that such a lopsided victory had occurred. And with more and more information coming from the very few survivors of the battle the situation began to look worse and worse.

Add to that fact that there was now a large sector of space now woefully underprotected around Taris due to the loss of ships, despite the vast size of the Republic Grand Fleet, forces were scrambling to regroup.

He had already ordered three full battlefleets, numbering around 1500 ships total, to the areas of space and territories closest to UN space and the Orion arm and the Orion Spur of the galaxy.

The repercussions were spreading like wildfire throughout the galaxy and the GAR. Admirals were now scrambling to go over the data that the _Executrix_ and determine how to fight the UNSC.

His personal Intercom buzzed.

He did not even bother to check it, the session of the Senate was about to be in session, and he could already hear the roars of angry and shocked Senators of every species demanding answers.

_**Corouscant **_

_**Jedi Temple**_

"We found her escape pod just outside of the Fondor system." Jedi Master Windu mono toned as an image of Ayala Secura came on the holoscreen suspended in the middle of the spectacular Jedi Counsel chamber which was currently full of Masters.

Skywalker, Obi Wan and the rest of the Jedi present in the counsel chamber all let loose a controlled yet somewhat surprised look as the Twi'lik's wounds came on the screen.

"Moreover it is confirmed that our fears are true, Shaak Ti and Jax were both killed in battle." Windu monotoned as Anakin clenched his fist in response.

"Before she was taken to medical care at on the local base there she gave us a date chip holding a recording of everything that happened during the battle." Windu said as he pulled the chip from his robes, before sliding the chip into the computer as the room darkened.

Anakin leaned to Obi Wan and whispered into his ear, "How bad do you think this threat is?"

"We are about to find out." Obi Wan said as Anakin thought what this new war would mean for Padme and their expected twins, whom he had managed to keep a secret thanks to the help of the Chancellor, whom surprised him by revealing that he knew and was sympathetic towards them.

The video began to play.

_**Raxus**_

_**CIS Capital **_

The Capital city of the Confederacy Of Independent Systems was alive as ever as they sky ways bustled with traffic amongst the city's skyline with the backdrop of the picturesque landscape of Raxus in the distance.

On the streets of the Capitol people of every species went about their business in throngs as the main square of the city was full of civilians whom were either picnicking, enjoying the weather or simply just mingling.

As a patrol of B1 Battledroids marched by a young human around the age of 18 with fair skin and short brown hair by the name Haskins Advi sat at a table in front of a Caf shop looking out at the dominating structure that was the Confederate Senate building across the plaza with two fellow friends.

"I can believe that you are joining the Army." Tala, a Twi'lek and childhood friend asked as her green Leku curled slightly as the holo news played on a large screen across the street.

"Ive been thinking about it for a long time, with wanting to work at one of the factories or my parents store the military looked like a better option." He replied as a pair of swoop bikes raced past.

"I just really want to get off of this rock and help defend the Confederacy from the Republic."

"You know I hear that the training is pretty tough now with the Terrans advising." His other friend Dillac chimed in.

"I know, but it will be worth it. If half of what they say about those Terrans are true then I should be able to take on Clones myself after Im through." He replied.

Before he could reply everyone in the street began to run to and start to grow excited, as if they were running to something.

"What the hell?" Haskins asked as he and the others got up to see what was happening.

"Could it be a Republic attack?" Tala asked with concern.

"An attack on Raxus? This system's defenses are essentially like a fortress, I doubt they could get past the advanced fleets, much less the Golan IIIs in orbit." Dillan replied as he ran to see that a large crowd was gathering in front of the large holo news screen.

When they got there the crowd was deathly quiet as they listened to the news reporter.

"_We have breaking news and video, these reports still are not completely confirmed but if these are indeed true then the Republic, four days ago launched an attack on the UN."_

Everyone gasped almost as one.

"Those bastards!" several people screamed as even more people came to the crowd, even several B1 Droids joined the crowd.

"Oh my god." Dillac whispered.

"_The reports detail that the attack was on one of the UN's outer colonies and the defenses there were reportedly outnumbered three to one, wait we are receiving a video now." _The human female newscaster paused as she read the report, clearly surprised.

"What could it be?" Tala asked.

"_We have just received a video from the UN itself, from the President of the UN and the UNSC."_

Everyone looked at each other before the screen changed to show the image of a rather broad shouldered man in a Terran style black suit with a silky red tie who had three large scars that ran into his graying hair on his temple that seemed to further bring out the ferocity that the grizzled looking mans eyes all but exuded. His hands gripped the shiny wooden podium with the crest of the UN emblazed on it and a blue background behind him.

"_People of Earth and all her unified colonies as well as citizens of our Confederate Allies, Sanghellian Allies and people of every race throughout the galaxy, as of four days ago forces of the Galactic Republic under the command of GAR Admiral Wulif Yularen attacked one of the UNs outer colonies and a UNSC star base in the Alpha Rendara system. This attack was deliberate and unprovoked. Any and all attempts to avoid conflict were attempted however I regret to inform the civilized galaxy that our negotiations failed."_

The crowd seemed to recoil as one as the reality set in.

"Not another war." Dillac whispered as the video continued.

"_Our forces, outnumbered three to one fought with the bravery and honor that all members of the UNSC and our armed forces are renowned for. The Republic fleet, consisting of some 250 odd ships from transports to capital ships and Star Destroyers, engaged the forces present, some 80 UNSC Warships and a garrison of UNSC Army and Marine forces."_

"Oh my." Tala murmured as Haskins quickly thought over just how one sided that battle must have been.

"_However I am reporting to you that our forces managed to successfully defeat and destroy the Republic forces, resulting in the destruction of 90 percent of their forces and the complete capture of elements of the 501__st__ Clone Legion and the Star Fist Legion."_

The crowd was silent for a full ten seconds before every one burst out cheering.

"No way!" Haskins shouted with glee as the video continued, showing images from the battle.

Everyone watched with almost fascination as UNSC ships, utilitarian but clearly warships and covered in guns and armor, engaged Republic Star Destroyers and Starfighters engaged in an absolutely furious battle.

Massive spinal guns on the Terran warships from lighter but predatory escorts, impressive looking cruisers and battleships , titanic carriers and a intimidating looking Dreadnaught spat what looked like giant streaking projectiles at shocking speeds at targets well beyond visual range. Seconds later explosions could be seen in the picture as the video shifted to show trashed Republic warships with secondary explosions ripping them apart.

The video then showed a fast paced ground battle between UNSC ground forces and Clone Troopers and their vehicles, where professional looking Terran Soldiers stood down the enemy that many had learned to hate with every fiber of their being and clearly come on top. The UNSC Troopers in their unique armor and with their wicked looking projectile weapons seemed like super men when they gunned down Clone troopers in bloody displays of firepower (something that he himself was surprised that it was left unedited).

He watched as Terrans, some if them hit by blaster fire but still stood strong thanks to some sort of armor that actually stopped or resisted blasterfire defiantly hold a defensive line against a wave of whitewashed clones.

Then the images began to show beastly looking Terran warmachines with treads, massive cannons and thick armor destroying AT-STs and AT-TEs with ease, although a few were destroyed themselves. Big and agile UNSC starfighters engaged in combat with ARC-170s and seeming to swat them out of the sky with dazzling zero Gee maneuvers and streams of angry orange projectiles and explosive missile salvos.

"_However the UNSC forces sustained casualties in the 60 percent mark and nearly 70 percent of the UNSC fleet was destroyed or disabled, our lopsided victory was not without the sacrifice." _The Terran Leader spoke with pain in his voice.

"_This defeat has cost the Republic countless thousands of men, two hundred ships, equipment and the capture of a Republic Admiral and the deaths of two Jedi, both at the hands of a member of the elite Spartans Supersoldier Corps."_

That really got people's attention.

"_However during the battle the Republic managed to, despite our best efforts, launch a honor less orbital bombardment on the colony, resulting in the deaths of 50,000 helpless civilians."_

Haskins clenched his fist as the others present expressed a myriad of emotions.

"_Let it be known today that the Unified Nations of Earth and her Colonies will not stand for this injustice! Let it be known that we will stand and fight the enemy whenever they attack no matter what. Let it be known that today, the Unified Nations of Earth and her Colonies and the United Nations Space Command hereby declare all out war on the Galactic Republic!"_

The people present and throughout Confederate Space, non aligned space, Terran Space and Republic space all watched as the galaxy as they knew it changed.

_**Planet Reach**_

_**ONI Castle Base**_

"Attention! Ten Hut Spartans!" John called out as the 100 Spartans present inside the cavernous bay deep beneath the mountains of Reach and a part of ONI's top secret Castle Base, home of the Spartan Program.

Present were the 24 Surviving members of the original class of Spartan IIs like John and Linda to his left, the surviving Class of 60 Spartan IIIs along with the 16 newest members of the Spartan IVs whom had just completed their training. The next two waves of 30 Spartan IVs would be ready in a month, in time to see action in the upcoming war.

"Admiral on Deck!" John shouted as the superhumans all snapped to with perfect unison and precision as Admiral Whitcomb strode into the hall, returning the salute as he took his place in from of the Spartans as his aid stood near him, the young woman's eye's nervously looking at the Spartans betraying her feelings as the 7 ft and up tall living weapons of pure genetically and cybernetically enhanced muscles gave them the looks that body builders drooled over.

"At ease Spartans." The famed Admiral ordered as the Supersoldiers relaxed.

"As you are all but keenly aware war has come upon the UNSC yet again. This time around we are not fighting for our lives thankfully. However we are facing an enemy whose not only partially human, especially those who will actually be facing us in battle, but has the resources and numbers to make even our fleets and defenses seem miniscule."

John and the others nodded as he noticed Kelly steal a quick glance at him, knowing that he had obviously been in the battle and had only arrived back on Reach twelve hours ago when the _Warhound_ arrived in system and promptly entered one of the massive orbital drydocks for repairs.

"To defeat this enemy we must take advantage of their weakness, they are spread out, surrounded by enemies and compared to us, rather inexperienced at fighting the kind of enemies we have, though to their credit they have learned and adapted fast."

The Spartans nodded.

"To accomplish this we must attack them at every weakpoint that we can, go straight for the heart of the enemy and keep them on their toes. Cause if we don't they can simply overwhelm us despite the casualties we will inflict."

The Spartans again nodded, all understanding that despite the power of the UNSC that the vast size of the Republic meant that it could overwhelm the UNSC's forces and defenses with pure numbers and most likely absorb the casualties that they would incur.

"To accomplish this we must go on the offensive. Operations command is turning through battle plans right now, but it looks like the first deployment of a team of Spartans will be to Taris."

Behind the Admiral a screen the size of a movie theatre's flashed to existence as the lights closest to the group dimmed.

_**Reach**_

_**High Command **_

_**FLEETCOM**_

_**Central Command for UNSC Sector One**_

_**Manassas **_

Gregory White sighed as the Panther light armored vehicle hit a small bump in the three lane autobahn as its large all terrain wheels pushed the large vehicle towards the off ramp at 100 mph and the picturesque green plains sped by with the skyline of the city of Manassas in far off in the distance nestled between twin mountain ranges which encircled the basin where Manassas and High Com resided.

The driver stared intently at the road ahead of him as a security checkpoint came and went, the guards manning the station receiving clearance from the IFF and HIGH COM's security grid.

Gregory had tried desperately to grab some sleep as he had only ten hours or sleep tops in the past five days, the admiral having to manage the aftermath of the battle before he transferred control to the _Trafalgar_ and her battlegroup before making a rare straight shot for Reach at the fastest Slipspace speeds the bruised and bleeding battleship could make.

He had arrived on Reach less than 14 hours ago after his flagship was docked at one of the shipyards around Reach's second moon Turul. And as soon as he had set foot on Reach, aside from the hounding he had received from the press, which he of course was forced to politely if bluntly ignore, was immediately called to High Com by a somewhat irritated sounding Admiral Cole along with the rest of the Admirals that were available along with the ranking Generals from the UNSC Army, Navy and the small Air Defense Forces. Though the true authority over the UNSC came from Earth and UNSC High Command from the truly massive "Hive" Headquarters outside of Sydney, Australia and ultimately led by Lord Hood.

The Makeup of the UNSC Command was such that the ultimate authority came from High Com on Earth and the acting President, however this power was mostly shared with the semi dual High Command on Reach which in reality was where most war time decisions and orders came from. Earth's titanic defense forces and massive population as well as those of Mars, Venus and the Jovian moons were such that they were nearly enough of a responsibility for HighCom on Earth that Reach had become the true operational head of the UNSC while Earth retained the formal title and dealt with mainly the bureaucratic side of things and the UNSC Home Fleet.

After Reach UNSC space was divided into six CENTCOMs, or central commands (of which Reach had been the original before becoming what it was today). Midguard, or Centcom One, was the head of the forward defense of the Outer Colonies and covered nearly 40 percent of UNSC controlled space, plans were fast underway to recolonize Arcadia after it was ruined by the Covenant 13 years ago and eventually turn it into nothing but a planet sized military base to take off some of the strain of the Outer Colonies defense. CentCom's two through five were located in the Inner Colonies on each "side" of UNSC space that made up the Inner colonies, which made the highly populous worlds into that made the Inner Colonies into a proverbial fortress, as all angles of attack were covered and could be defended with only hours warning, further augmenting the layer of defenses that Each Inner Colony already possessed.

Centcom Six was only weeks old. The Confederacy, grateful for what the UNSC had done for them, gave the re-conquered planet of Vos Pity to the UNSC to use if it wanted to. The UNSC Obliged them. Secret shipments were already underway under the noses of the Republic's border defenses thanks to their slipspace drives and were fast building a base to act as forward base for the upcoming operations against the Republic thorughout the outer rim and their assaults on several key systems, the plans of which he and Cole had already briefly discussed.

The Panther, an all terrain recon vehicle which was based off of the chassis of a Wolverine anti-air vehicle but with the back half track replaced with a set of wheels and a shortened length and minus the dual vulcan thirty millimeter cannons and SAM launchers, began to slow as another checkpoint came into view.

The Panther had been developed as a desperate need for a vehicle more suited for urban combat of which the open cockpit and nature of a Warthog was severely lacking. Inspired by the HUMVEEs of the 20th century and the smaller MRAPs of the 21st, the vehicle ditched the AA armaments of the Wolverine in favor of a cabin for five plus a mount for any number of weapons from a simple .50 cal, a Automatic grenade launcher or a Gauss cannon.

As the Panther stopped the Marines manning the station stepped out of the guard shack to check the underside of the Panther for bombs or any sort of tracking or listening devices.

One could not help but notice that this checkpoint unlike the last was far more equipped for war than the first, which was really just meant to turn lost or prying civilians away before they reached the second. The checkpoint was a certified pillbox which was merely dressed up to look presentable, but a trained eye could clearly pick out the automated machine guns tracking him and anything that came near it.

"Your clear, have A nice day Admiral." The Guard saluted as White returned it before the vehicle again sped off.

After another ten minutes of driving the perimeter of the base came into view.

To call HighCom an impregnable fortress might not have done the place justice.

The entire base, some six miles wide at its largest point, was encircled by a thirty foot high sloped reinforced concrete wall with redoubts that held countless 50 mm helilical railgun anti air batteries taken straight off of starships, 100 mm railgun cannons, SAMs, Flak Batteries and machine guns.

After going through the final gates under the wall Gregory made his way into the base and into High Com.

Passing several more bunkers, shiny training buildings, massive vehicle pools, machine shops, radar emplacements, barracks, and officer quarters, HIGH COM itself loomed in the windscreen.

Standing thirty stories tall and surrounded by a simple yet immaculate field of nurtured neatly cut grass on every side save for a large circle drive that gave the bottom portion of the building the look of a airport terminal.

As White made his way into the building and past layer upon layer of security he could only think about how the upcoming meeting would go.

Two hours later…

"You crossed the line White with the killing of the Clones." Cole said irritably as Gregory all but rolled his eyes again, "but I admit I might have done the same if I were in your shoes."

Gregory and the other Admirals present, Whitcomb, Stanforth and Harper all nodded with a hint or thankfulness that the usual disagreements between the two ended with agreement.

"So as of our operational plans? " Stanforth asked.

"Our plan will be to essentially perform a sort of blitz on several key Republic systems" Cole spoke as a holographic display of the galaxy came up with the borders of the Republic, UN/UNSC, CIS and non aligned space.

On them four systems were highlighted in yellow.

The Bakuran System, Taris System, Ord Mantel, and the last one made even Admiral White grin,he had to give Lord Hood credit for being ballsy and ordereing an attack there right in the middle of the core.

The Corellian System.

"We will also assault the planets with known Republic forces closest to our border. These four systems will be where most of our large scale fighting will take place and they are meant to both draw Republic forces in and to attack at important worlds. The rest of the fighting will be hit and run tactics and guerrilla warfare supported by our special forces as well as by whatever partisans we can muster. There will also be several smaller assaults on smaller worlds but they will only be to send a message and they have little value, Naboo being an example." Cole finished.

"How many ships are we committing? Not to mention the personnel." Whitcomb asked. "There are already raids in motion on Taris for instance by Spartans."

The list appeared.

"Good lord." Stanforth said aloud as Cole motioned to Admiral White.

"We will be using nearly 3500 Vessels in our assault, and that is just the initial one. If all goes according to plan we can have an additional thousand in the battle."

"That is nearly a fifth of our fleets!" Admiral Harper exclaimed.

"Will we be stretching ourselves too thin?" Stanforth asked as Cole and White both shook their heads.

"We are already activating all of our mothball fleets and rearming them, mostly older Marathons and Frigates, but a few Halcyons as well , however they will be used to supplement the defenses and allow more of our modern ships to be used in the fight and to not take away from our colonies defense. As well all shipyards are in full overdrive right now as well as all of our other wartime industrial might. We will have by years end a thousand more vessels of all classes from Frigates to Battleships, and getting the people to run them is proving easy as recruitment centers have reported a 50 percent increase in volunteers in the last week." White finished.

"How long until they are ready?" Cole asked," the President is wanting to go on the assault as soon as possible to not allow them time to be ready for us."

"By the end of the month, ships are already massing at the three staging areas." Harper answered.

Reach was among them of course, along with Midguard and the rebuilding Harvest system.

_**Taris**_

_**Two Hours later Earth time…**_

Above the vast cityscape of Taris, invisible to the naked eye and the sensors of the endless streams of civilian ships and the Republic fleet, ten large Shiva nuclear bombs, outfitted for duration flight and with stealth packages coasted towards their targets on predetermined courses.

For nine of them their targets were in orbit, eight of them their targets were a section of nine Golan III Defense platforms that defended one of the poles of the world.

The tenth kept on going past the other slowing mines whom broke their orbits to slow down. It descended and after firing a short burn from one of its thrusters slowed down to the point where it looked like nothing more than a piece of debris that endlessly orbited the planet.

With its speed slowed it entered the atmosphere of the world, the planetary shield ignoring the mine as its computers and sensors planetside tagged the Shiva as a small meteor that would burn up in atmosphere and thus was harmless.

However to the controllers in the gigantic complex which housed the planetary shield generator and its array or emitters world wide , they watched on their screens as the meteor burned through the atmosphere and began to pick up speed.

Worry began to set in with a few of the younger members of the crew of engineers, but the veterans who worked countless hours watching as civilian craft whom were unregistered slipped by the security forces almost on a daily basis.

For them there was no need for concern, they only needed to alert the authorities.

Miles overhead nine new suns appeared as nine mighty Golan III orbital defense platforms, their thick armored hide covered in heavy turbo laser arrays and super heavy shield generators , vanished in millions of degrees nuclear fireballs of plasma and radiation as EMP washed down onto the planet, knocking hundreds upon hundreds of civilians transports out of the sky, trapping people in turbo lifts and shutting power off to a section of 300 by 300 miles of the planet wide city, killing thousands in crashes in the skyways as flying taxi's fell out of the sky with dead repulsar lifts and transport ships coming in for a landing crashed into nearby buildings or fell out of the sky to turn yet more buildings and people into oblivion.

Now thoroughly panicked the crew of the Shield Array could only watch as the Shiva ignited its booster and shot towards them at hypersonic speeds, its outer shell burning red hot from the air friction causing the missile to look like a speed ball of fire.

The Planetary Shield for Taris shimmered out of existence as the complex vanished in an ominous Mushroom cloud.

_**Next Chapter, Jedi Reaction. Bail Organa's reaction to the Senate, Captian Piett, Rebel Gurrella warfare on Jabim **_


	11. Chapter 11

THIS STORY IS CANCELLED

I am sorry to certainly piss you off, but I have lost interest in this Fic. Obviously its been over a yar since I have last updated and the only story I plan to continue is my Halo and BSG crossover, which for me is still fun to write. So sorry to ruin your day, I just got tired of all the PM's asking if I would continue it.

Also it seems that the whole Halo/ Star Wars crossover fics are dead anyway, as the other three or so great crossovers that continued after I stopped updating are dead in the water.

Best Wishes, and thank you so much for all the support my faithful readers have given me. This story just became too big and too much work to continue.


End file.
